Mandy’s Metropolis
by frogman
Summary: After traveling to a post apocalyptic society, Billy discovers a secret deep inside the halls of the empress' palace. Unbeknownst to him, his discovery will trigger a series of events that will decide the fate of humanity for years to come.
1. Nobody Likes an Idiot

**OH YEAH, FROGMAN'S GOT A NEW STORY.**

**I know I said that my next story probably wouldn't be submitted before the end of the summer, but I lied (again). I thought that I was going to take a little break from writing, but then I realized that I really don't have anything else to do besides write these little stories and I was pretty bored without them. As for the story itself, this one takes place in the future and is mainly based on the episode _Mandy the Merciless. _However, this story is also inspired by a few sci-fi movies, one in particular that I won't name until later, if at all. I don't know what this story is going to be like as far as content or theme goes and I'm both worried and excited about how it will shape up as it progresses. All that aside, I hope you find it interesting. **

_Guess what: I don't own the Grim Adventures of Billy and Mandy. _

Mandy's Metropolis 

Chapter 1: Nobody Likes an Idiot

It was a regular day in the town of Endsville when the neighborhood idiot, an annoying child named Billy, disturbed the early morning stillness with one of his usual routines.

Whistling happily to himself, the small boy skipped down the sidewalk. His high-pitched tune was interrupted only when he stopped to shout the name of his best friend, whose house he was steadily approaching. The surrounding neighbors had learned early on not to waste their money on alarm clocks because Billy could always be counted on to rise with the sun and wake up the entire street. At least no one was every late for work as long as he was there.

Billy's pace increased to a full run once his friend's house came into view and he scurried up to the front steps of the oddly-shaped white building. Before he reached the last step he lurched forward suddenly and landed in the flowerbed on the side of the house. Shoelace tying was a skill Billy had never learned to master, and he often tripped over himself because of it.

Despite this, his smile never disappeared, even after swallowing the dirt and gavel that had found its way into his mouth. After shooting a pebble out of his nose, he lifted himself back up to the doorstep. The still silence returned momentarily while Billy cleared his throat and rearranged his shirt and hat, almost as if he were about to meet someone important.

"MANDY, TIME TO COME OUTSIDE AND PLAAAAAY!" He chanted, slamming his fists against the front door. There was no reply, but that was not at all discouraging to him and he started to shout some more. "MAAAAAAAAAAAAAANDYYYYYY!"

The object of Billy's obsession crawled out of bed and landing heavily on the carpet. She rubbed her eyes and placed a black headband over her blonde hair, which stuck out in every direction. After a quick yawn she walked over to her window, picking up a brick that lay on her dresser on the way. Billy had taken over the duties of her alarm clock, and the heavy, blunt object served as a kind of 'snooze button'.

Billy was still calling loudly for her, "I KNOW YOU'RE IN THERE, MANDY…." He was finally silenced by the girl, who dropped the brick she held in her hand directly on top of him.

Mandy rested her head on the edge of the open window, waiting for Billy to recover, which happened almost immediately. He jumped to his feet before rubbing the bump on his head, then looked up at her and grinned stupidly.

"Come on, Mandy!" He urged. "Its almost six O' clock!"

"No, Billy." She replied blankly. "I'm busy today." She was still too tired to feel angry at him.

Billy looked genuinely shocked, "But, what could be more fun than playing baseball with Grim's head?" His voice was almost trembling.

Her answer was ominous to say the least, "Making plans to further enslave mankind and eradicate all that is good and just in this world."

"That doesn't sound very fun at all…" Billy whimpered, tears already forming in his eyes.

"Well, I think it is." She said, backing away the window. "Now get out of here before I call the cops." She slammed the window shut with that last remark and moved out of his sight.

"Can I at least watch your big-screen TV?" Billy asked, hoping that Mandy would return to the window any second. She never did reappear, and the boy finally realized that he was not wanted. "Fine, Mandy! I don't need you, I can have fun with Grim all by myself!" He shouted, failing miserably to hide the disappointment in his voice.

The shunned imbecile trudged slowly back to his house, his heart momentarily broken. However, this sadness disappeared quickly, as it often does with people who have short attention spans. He was already smiling again by the time he opened his front door.

"HEY GRIM!" He loudly greeted his friend, who was hunched over on the living room couch. The Reaper spilled some of his morning coffee on himself at the sound of that shrill little voice.

"What is it Billy…" Grim asked coldly.

"It's just you and me today, buddy!" Billy exclaimed just before he jumped on the couch and patted his 'buddy's' shoulder blade. "Cause Mandy is such a BIG MEAN JERK!" He shouted, looking behind him as if he expected her to be standing there.

Grim calmly placed his coffee on the arm of the sofa and grabbed the remote control, "Billy, do you remember anything I told you yesterday?" He wondered, not looking up at Billy's confused face, knowing that he probably didn't have an answer.

Billy could only guess, "Umm, keep my excretions off of your pillow?"

The Reaper couldn't hide his irritation any longer, "No, you idiot!" He shouted, then paused for moment. "Well, yes…actually I did say that, but there was something more important than that: _never_ bother me when I'm about to watch my soap operas."

Just as Grim said that, the theme song of one of his favorite shows could be heard coming from the television. He shoved Billy out of the way and increased the volume until the corny melody was audible throughout the entire house.

"Now, get out of here and go play with your dad's power tools." He said, waving Billy off with his skeletal hands.

Billy couldn't hear anything over the sound of the TV, but it was obvious even to him that he had been rejected for a second time. He lowered his head and walked up the stairs to the hallway. Light was pouring out of the crack in the door that led to his room, and he cheered up a little when he noticed it. At least he had somewhere to go when no one else wanted to be around him.

Billy's room was a perfect reflection of his personality; the walls were decorated with colorful posters featuring happy-looking cartoon characters who encouraged friendship and sharing, while the floor was littered with garbage and mud, making the entire room smell terrible. His parents had made comments about how it resembled a pigpen more and more everyday, and Billy seemed to take that as a compliment. A pile of dirt and debris had formed in the far corner, which was frequently used to take 'mud baths' (though Grim swore repeatedly that there was more than just mud involved).

Billy stepped on top of the festering piles of food and empty pickle jars, disturbing a nest a cockroaches in the process. He hadn't eaten breakfast yet, and a moldy banana peel hanging from his bed stand was just what he needed. As he chewed on the soft yellow skin, he thrust his arms into one of the piles of trash and began to rummage through it. After a short bit of searching his hand emerged with a filthy action figure, which he brought up to his face.

"Oh Professor Gaylord, you're my only friend." He said with a sniff, holding the toy's plastic arm between his two fingers.

Billy was startled by a sudden, loud thumping noise coming from his closet. He sat with his back pressed against the wall, and stared in the direction of the disturbing sound. Both closet doors began to creak open, and he gripped the 'professor' tightly against his chest, shivering in fear.

The figure that stumbled into view wasn't the flesh eating monster Billy had been expecting. Instead, it was his mom holding a large, dusty mop in her hands. She was covered in sweat, and bits of food and dirt stuck to the ends of her hair, which looked like it hadn't been combed or washed in days. A thin layer of dust powered her tired face and hands.

"What were you doing in my closet, mom?" Billy asked, still a little shaken up.

Billy's mom (whose name was Gladys, incase you wanted to know) had a strange facial tic, and every few seconds her face scrunched up or her eyes twitched uncontrollably. Years of living with Billy and his father had obviously taken a toll on her sanity, but for the most part she was able to control her psychotic behavior. Or at least slightly reduce it.

"I was just cleaning out your closet, and I got lost for a few days…" Her voice trailed off, and she stepped forward with a blank, trance-like expression.

This got a response from Billy, though not because he was worried about his mother's health. "YOU DIDN'T MOP UP MY SALIVA FARM, DID YOU?" He squealed, jumping off his bed and tripping into a heap of garbage.

The mere mention of the word 'saliva' triggered another spasm, causing Gladys's jaw to clench shut. She began to breathe heavily, but soon relaxed. A smile appeared on her face and she let out a nervous laugh.

"Don't be silly, Billy." The woman replied cheerfully, pushing her hair to the side. "What kind of mother would I be if I let my little boy wallow in filth?"

Billy leapt to his feet with renewed excitement. "I wanna help clean, too!" He shouted.

"No,no,no,no,no,no,no,no,no!" Gladys said frantically, tightened her grip on the handle of the mop until it was on the verge of breaking in half. "Mommy has a lot of work to do and needs some peace and quiet."

Billy was about to protest as he was led out of the room, but decided not to. His mom pulled a cockroach out of his ear before giving him a gentle shove out the door, which slammed shut before he could even turn around.

"DON'T FORGET TO CLEAN THE SPOTS IN THE CARPET WHERE I MARKED MY TERRITORY!" He screamed, already halfway down the hall. A strained, almost neurotic crazy laugh appeared from the other side of the bedroom door.

(argggggggghhhhhhhh. It wouldn't let me put one of those line divider things here. Every time I tried to it just said 'error on page')

Abandoned by his friends and thrown out of his own house, Billy sat on the curb of the street and watched the cars pass by; all hope of having another day of idiotic fun appeared lost. His melancholy eyes scanned the strip of asphalt, eventually resting on a large stone a few feet away. Desperate to find something to do, his hand darted forward and he picked it up.

"Me and this rock can still have some fun…" He said to himself, and with that he held the stone in both hands and began to smash it against his face. Billy enjoyed it at first, he even started to giggle a little bit and increased the velocity of each strike. However, his sad expression quickly returned and he lowered his arms. It just wasn't the same without Grim and Mandy.

There were very few things that Billy hated more than boredom, and the painful welts and bruises that covered his face made everything even more unbearable. His tiny mind worked furiously to come up with something, anything, that he could do to pass the time.

A single idea popped into his head: Grim's trunk. The box was filled with a seemly endless supply of creatures and items capable of all kinds of chaos and destruction, and Billy had made a habit of sticking his nose into to it every chance he got. Grim never stopped warning the curious moron about the dangers of his trunk, but he was never taken seriously. Billy would always end up trapped in some strange world or parallel dimension, and his friends were the ones who had to risk their own lives to save his.

In order to open the trunk, Billy had to go down to his basement, where it was kept behind a locked door. He started to approach the front of his house, but stood still when he heard the sound of Grim's soap operas coming from inside. The Grim Reaper would never let him open the basement door without inquiring about what he planned to do down there. He needed to find another way to get inside, and the lower windows on the side of the building were his only other options.

Billy ran to the side of the house and approached the row of narrow windows positioned right above the ground. Someone had previously kicked out the glass in the first window, leaving only the rusted metal border. Billy's dad had promised to fix it, but weeks passed by and it still hadn't happened. The empty slot was about the same size as the boy's body, and he had no trouble sliding into it. The problem started when Billy tried to pulled his head through.

His protruding nose was far too large to fit through the gap, leaving him lodged between the wall. He grabbed both sides of the window in an attempt to free himself, but doing so only increased the pressure on his face. Exhausted, he dropped his hands and let the lower half of his body dangle above the basement floor. After taking a deep breath, Billy tried one last time to pry himself loose. After letting out a strained grunt, he succeeded in separating himself from the wall and landed on the hard ground.

Although he made it safely inside, Billy still felt an intense weight around his face. He brought his hands up to his nose and realized that he hadn't pulled his head out of the window frame, instead it had been ripped out of the wall and remained wrapped around his misshapen head. With some difficulty he yanked off the square piece of metal and set it aside.

The basement was a dreary room with walls of solid concrete and a ceiling congested with wires and metal tubing. There was nothing particularly special about it, and it seemed like an unusual place to hide a stockpile of supernatural artifacts with limitless power.

Billy was surrounded by a shaft of light that streamed through the massive opening in the wall behind him, though everything else was veiled in darkness. However, having already memorized the location of the trunk, the dark was little hindrance to him. Within a few seconds his foot struck the heavy wooden object and he immediately dragged it closer to his body.

He could feel the cold metal of the skull shaped lock on his fingers and flipped the top of the trunk open with ease. Upon doing so, a ghostly figure burst free and took shape in front of him.

The apparition grew in size until it towered above the small child who had been foolish enough to awaken it. Billy acted quickly, breathing in deeply through his nose and slowly pulling the ghost into his nostrils. After it had disappeared into the abyss, he wiped the snot off himself and returned his attention to the trunk, which he dunked his head into.

When Billy reemerged he had something gently cupped in his hands. He slowly removed his right hand and squealed with delight when he saw the red blob resting in his palm.

"Will you be my friend?" He asked the tiny creature, who was still recovering from a long sleep.

The blob stretched its mouth into a deep yawn, then blinked repeatedly and gazed up at its funny looking captor. Without warning it lunged forward with a screech and sunk its jagged teeth into Billy's face.

Billy didn't seem to mind, "Awwww, he likes me." He grabbed one end of his new pet and tore it off his skin. Its gelatinous body squirmed between his fingers, and he watched it with a smile.

By the time it started to gnaw on his hand, the smile had disappeared. Already bored with the slimy animal, Billy tossed it into his mouth, slowly letting it slide down his esophagus. It was lunch time, after all. He licked the red juices off his lips, and dove back into the trunk, hoping to find some dessert to go with his meal. Digging deeper into the pile of magical objects, he found a miniature crystal ball hiding underneath a leather bound book of enchantments. It was impossible for him to resist anything even remotely shiny, so he promptly reached for it.

"I GOTS ME A JAWBREAKER!" He shouted, wiping the dust off the piece of 'candy' before devouring it. It was a major disappointment, tasting more like mildew than anything else. He moved the questionable treat to the opposite side of his mouth, though this did nothing to change the musty flavor. Sitting down, Billy wondered why Grim would feel the need to safeguard a mildew-flavored jawbreaker.

A slight tingling sensation appeared on Billy's tongue before he could give the matter any serious thought. It quickly intensified to a heavy vibration, causing his teeth to clack together in a rather uncomfortable manner. Light broke out the sides of his mouth and spread slowly throughout his entire body, illuminating his minuscule form. Billy's brain was simply too small to comprehend what was happening to him, and he remained seated throughout the entire phenomenon.

The confines of the room broke away; walls, floor, ceiling, and everything else. The radiance around him faded, the tremors inside his head disappeared. Billy hovered on the borders of nonexistence, feeling oddly at peace. He closed his eyes, and let the darkness take him away.

**BWAHAHAHAHAHAHAHAHHAHAAHHAAHAHAHA I WENT INSANE WRITING THIS CHAPTER! (sob)**

**Seriously, writing this chapter was living hell. I could only write about a few paragraphs a day before getting fed up. The reason: I recently looked back at my two past stories and realized that my writing style in those two examples was…poor. At best. I wanted to improve on this, but I'm not sure if I made a difference at all. I'm not even sure if this chapter makes sense. It might just be a bunch of rambling sentences smacked together into some unreadable paragraphs, all of which combine to form something that is little more than nonsensical banter without any form or substance. _I_ understand it, but that could easily be because I have lost my mind.**

**All of my stories are meant to have a comedic edge to them, but this story may seem a little more serious as it goes on. My greatest fear is that people who like more humorous stories will find this one too serious, and people who like more dramatic stories will find this too ridiculous.**

**Well, that's enough of my shining optimism. Thanks for reading anyway….(lol)**

**I know this chapter is long and has barely any dialogue so… sorry about that. Future chapters will be different (and better). I promise. **


	2. Welcome to the Future

**DAMN YOU, STINGRAYS! DAMN YOU ALL TO HELL!**

**I gave in to my excessive laziness, which is why this chapter is _WAAAAAAY _late. I apologize. On with chapter 2...**

Mandy's Metropolis 

Chapter 2: Welcome to the Future

A lowly, brainless moron had single-handedly transcended time and space. Decades, perhaps centuries passed by while he floated idly in the surrounding emptiness. Finally, his long, tranquil sleep came to an abrupt end, and reality seeped back in. When he regained consciousness a strong gust of wind hit his face, and he felt solid ground beneath him.

What Billy saw when he opened his eyes was overpowering. Spread out in front of him was a forest of skyscrapers and glowing lights; an urban landscape of futuristic architecture. He rose shakily to his feet, all the while transfixed by the sight of hundreds of flying vehicles congesting the air between each towering structure.

The air itself was cold and biting, though it was very hard to tell whether it was night or day. The clouded sky was painted red, and if the sun still rose in this world, it provided little more than a dull radiance.

The city itself stretched out for miles under this crimson glow, and Billy had to strain his eyes to see where it all ended. As far as he could see, the outskirts of the city gave way to rolling deserts sands, and eventually led to harsh mountains in the distance.

After the initial shock wore off, Billy realized that he himself was standing on top of one of the skyscrapers. Dragging his feet behind him, he moved towards the edge of the roof, and looked down. The base of the building, thousands of feet below, was impossible to see through the black abyss, making it appear as if each skyscraper floated on nothingness. Billy found all of that very disturbing, and he felt the first pangs of fear begin to creep inside him.

Suddenly, a machine that resembled a propeller-less helicopter hovered into view, fixing a beam of light on the tiny figure below. Producing a low humming sound, it slowly descended towards the roof, its blinding gaze still transfixed on the target. When Billy unshielded his eyes, the machine sat idly a few paces away from him. There were no exits on the rooftop (at least none that were visible), so he chose instead to stare dumbly at the intruder rather than plan a last-second escape.

A small door next to the cockpit (tee hee…cockpit) slid open and the pilots stepped out. They were about Billy's height and size, though all comparisons ended there. Instead of eyes they had a long strip of plastic that shone red and glistened off their metallic bodies. They communicated with each other in a language of continuous beeps which closely resembled Morse Code, and that, along with the rigid way in which they moved, was enough for even Billy to come to the conclusion that they weren't human.

Still, there was something about the mechanical creatures that seemed familiar, something that kept him from going into a frenzied panic. The shape of their heads, the two pointed tips of metal where hair should be, all reminded him of someone he knew. Finally, it came to him: they both looked like Mandy.

Billy relaxed, and greeted his new best friends, "Hey dudes! Wanna-"

One of the robots interrupted, "You are in direct violation of divine law. All clones must remain in the palace unless escorted by an appointed bodyguard." Its voice was artificial sounding and uneven, as it rarely spoke to humans.

Billy, not sure how to respond, remained quiet. Both robots turned to each other and exchanged another series of beeps.

"Hold still, please." One of them said, turning to face the boy. "We have decided to pacify you before you are restrained." Billy spotted a large lollipop in its silver claws, and a huge smile appeared on his face. He excepted the candy with no hesitation.

Billy became so enthralled with his sugary treat that he didn't notice or mind when one of the Mandy robots stepped behind him and placed what at first glance looked like a glow-stick on his wrist. Pulling back one arm, it brought both of his hands together and bent the neon device into a tight circle. Each end of the glowing handcuff fused together like a magnet on contact; the target had been painlessly detained in a matter of seconds.

When they returned to the transport ship, the captive was already licking his face clean. The lollipop had disappeared, stick and all, and Billy looked anxiously up at his captors for another.

The robots nodded to each other, and one of them leaned inside the vehicle, remerging shortly afterwards with a slender metal spear.

"Woooah, what kind of lollipop is _that_?" Billy asked in wonderment. "Pointy flavored?" A surge of energy pulsed through his body the moment the tip of the spear touched his skin, and he went limp. He sunk into the cold arms of the other Mandy look-alike, and was lifted onboard.

Billy drifted in and out of consciousness as they hovered above the city. Barely able to keep his eyes open, he watched the shining lights below blend together in a swirling blur of color, then he blacked out.

* * *

The royal palace, which grew out of the city core, was the crown jewel of the empire and a phenomenal milestone in technology. On the outside, it was a colossal tower of black steel, whose shadow stretched across the entire cityscape. On the inside, it was filled with endless hallways and secret rooms, all of which led to the royal hall and throne room. The top of the tower had a very irregular shape, and at first glance it was almost impossible to notice that it was specifically modeled after the Empress' own cranium, complete with glowing red 'eyes'. 

No one, save the Empress and her closest advisors (none of which were human), knew what exactly happened deep inside those metal walls. Rumors spread of cloned soldiers, weapon tests, and other bizarre experiments, but nobody knew for sure. To the local inhabitants, the tower and its ominous stare served only as a reminder that they were always being watched by their government.

However, despite the impressiveness of the palace, and the sheer impact it had on the minds of the people, the tower hidden behind it was the real source of the empire's might. It provided electricity and energy for the entire city, and without it all that remained of civilization would collapse. Though technically the tallest building, its drab exterior paled in comparison to the structure that overshadowed it. Because of that, it was generally ignored by outsiders, particularly by rebels groups, who would countless times make the fatal mistake of attacking the Empress' abode directly. That was the secret purpose of the palace, to divert attention away from the true heart and center of the city, only a hundred or so feet away.

(Okay, I kind of got carried away there…I don't think I need three huge paragraphs to describe two freaking buildings. Sorry bout that. Its about time we get back to the story…)

In his half-conscious state, the only things Billy could see were two red circles directly in front of him, everything else was shrouded in a gray haze. He couldn't help but wonder if he was dreaming, but that was most likely not the case. There didn't appear to be any talking pancakes or singing weasels running about, so it couldn't possibly be one of his dreams.

He sat up, his vision partially returned, and recognized the mechanical beings ahead of him, who were flying in closer to one of the glowing pupils. He closed his eyes again, or more accurately, he let them slid shut, at least relieved that he hadn't teleported somewhere else during his 'nap'.

The transport hovered into the palace and set down softy on the its respective landing pad. When the time came to step out, Billy was too weak to walk, and had to be pulled out of his seat. The support of both pilots was barely enough to hold him upright and, seeing no alternative, they each grabbed one of his shoulders and began to drag him down a narrow hallway.

The incoherent Billy was led the through a seemly endless maze of corridors, taking innumerous turns and constantly changing direction, as if to make the situation even more confusing. Eventually, they stopped in front of a heavy door, which had the insignia of the Empress herself painted over the thick layer of metal. Two more identical Mandy robots stood guard on opposite sides of the passage, but they shuffled hastily out of the way when they saw the hostage their two comrades held between them.

"Where are you taking me?" Billy asked, struggling to put words together (like me). He lifted his head up as high as he could, though that still wasn't enough to make eye contact with anyone.

One of robots dug it's claws deep into Billy's arm and pushed his nose against the cold steel door. It leaned its head in close, and, almost in sadistic glee, it whispered (if robots can whisper):

"You have an appointment with the Empress."

**Whatever…**

**Okay, obviously this chapter is shorter. One reason for that is that you wouldn't see this chapter until Christmas if it was normal length. That's how annoying it is writing this story. The other reason, I'm testing to see if short chapters like this hold up on their own. If they do, then I'll start writing shorter chapters (easier to write, get submitted sooner).**

**Anyways, here's what I wanted to say: Like I've said before I'm having trouble writing this story. I just don't feel comfortable with it. So please, for the love of God: IF YOU SEE ANYTHING AWKWARD IN MY WRITING OR ANY MISTAKES PLEASE TELL ME SO I CAN TRY MY BEST TO MAKE CORRECTIONS AND IMPROVE. HAVE MERCY! **


	3. Guest of the Empress

**FIVE PAGES! FIVE PAGES!!!**

**Yep, five pages. That's the total number of pages (on Microsoft Works Word Processor) that I've decided to write for each individual chapter. The previous chapter (which barely broke four pages) was too short in my opinion and the first chapter was a little too long, so five it is. Will I honor this guideline? History tells us no, but I'll try anyway. Here it is: chapter 3 (not on time!).**

Mandy's Metropolis 

Chapter 3: Guest of the Empress

The empress' throne room was little than an extended hallway, steeped in red light, but void of any other decorations. Robotic sentries closely guarded the entrance on one end, and lined the perfectly straight walls all the way to the opposite side. They were charged with the duty of defending their precious leader, their creator and deity. All them were programmed with higher degrees of intelligence than the lower ranking models, though none of them really needed that advantage.

The task of an empress guard was simple: protect the throne at any cost, and the single-minded manner in which they did that was more than unsettling. However, at that moment all of their attention was focused on the pathetic creature stumbling in front of them.

Billy, hardly able to keep his balance, walked alone. His escorts had left him only a few moments earlier, placing him in yet another strange environment and then sealing the exit. He still didn't know where he was and for what reason, but he assumed he was supposed to keep moving forward, even though each step he took was more painful than the last. He tried concentrating on the dark, shapeless form ahead of him, rather than glance over at the robotic soldiers watching his every move.

The other end of hallway always seemed out of reach, appearing to move further backwards the more Billy advanced. Just as he was about to consider giving up entirely, the blurry image he had been focusing on became clearer, and took the form of a large chair on top of a metal platform.

Billy was at first awestruck by the size of the throne, but he soon noticed a heavy dripping sound coming from underneath it. A pool of dark green was spreading across the base of the pedestal; this empress, whoever or whatever it was, was oozing slime.

It was then that he saw the source of the liquid: the pulsing, slug-like body that easily dwarfed him and everything else the room. He could see its long, wing-like arms, the large 'M' it had on its chest, even its cloak, whose pointed ends came up above each shoulder. But it was the creature's vivid red eyes that was most terrifying. Billy had seen those eyes before, but he couldn't quite remember where.

"Well, it seems that someone wasn't content to stay in my palace." The giant monstrosity said finally, slithering forward so that its face was no longer hidden.

"Mandy…is that you?" Billy stammered, easily able to recognize the girl's face even in her hideous form. The clues had been littered throughout the city, but he hadn't been able to make the connection that Mandy was the empress he had been hearing about. It was the last thing he expected.

"Yes, Billy." The empress replied coolly. "It's me."

"What happened to you?" He asked rudely, cringing in disgust. "You're all horribly deformed and gross!"

Mandy's bodyguards looked around in disbelief. No one had ever insulted the Empress without suffering the consequences, usually execution or a terrible maiming. Still, Mandy appeared unfazed by the foolish remark.

"It's true, over the years I've had to sacrifice much of my earthly beauty for something even greater…" She began, preparing to explain how she went about achieving immortality and absolute power.

Her story was cut short quickly, as Billy interjected another comment, "And you've got slime all over you!" He shouted. It was an inappropriate thing to say to the ruler of the world, but certainly not unfounded.

Mandy opened her mouth once again, though she didn't even get the chance to respond.

"AND YOU SMELL REALLY, _REALLY _BAD!!!" The boy added, clutching his oversized nostrils in emphasis. He could have continued pointing out the many features of her transformed body, but restrained himself, which was probably the right decision. If this Mandy was the same as the one he knew, then she wouldn't take kindly to insults.

"You're a little more free-spirited than the other clones, aren't you?" The empress wondered, leaning forward slightly, but still maintaining her patient composure.

"Hey, I ain't no stinkin' clone!" He retorted, particularly offended by the accusation for whatever reason.

Mandy lifted her head up abruptly as if she just had some sort of revelation. "Oh really? Because you look just like all the other clones." Her eyes widened in mock astonishment. "Perhaps it's just a coincidence."

"But, I said I'm not a clone…" Billy whined miserably, unsuccessfully trying to garner some pity.

"I'll be the judge of that." She replied, shifting her body to the side and exposing a large parasite latched on to her. With a few shakes of her tail she tried to detach it, but it stubbornly held on and continued feeding.

The struggle between host and parasite went on, until Billy felt the need to step in, "Hey, Mandy….I think you have a giant leech thingy on your butt." He whispered, not wanting to embarrass the empress in front of all her friends.

"It's not a leech, Billy." Mandy answered with a sigh, and sent the parasite in question rolling to the floor with the flick of her finger.

It sat up, covered from head to foot in the thick fluid it had been feasting on. The thing began to clean itself (mostly by use of its tongue), and when the last coating of green disappeared, Billy was staring at a mirror image of himself. The same round nose, the same red hat, the same blissfully stupid grin; the only two differences were the number printed on his shirt, which was in the high thousands, and the small antenna that grew out of his head.

"Who's that handsome guy with the cool hat!?" Billy exclaimed, thrilled by the sight of his own duplicate. "He looks just like the kid who lives in my mirror and tells me to smash things!"

The other Billy looked just as excited and rushed forward to introduce himself, "My name's Billy and I likes to suck the juices out of Mandy's skin!" (hmmmm…probably should have worded that differently.) He shouted, obviously pleased with himself.

Billy gasped, "No way...that's my name, too!" He had the same surprised expression as his counterpart.

"Wanna help me pick my nose?" The clone asked shyly, after they had both finished admiring each other.

"I've been waiting so long for you to say that…" Billy sniffled, tears beginning to roll down his face.

Mandy intruded before things went any further, "That's enough from both of you." Her eyes moved from one startled face to the other. "It's been made clear to me that I can't have two clones with me at the same time."

"We'll both behave, we promise!" Billy cried, already crawling on his hands and knees.

The empress shook her head, "No, Billy. I won't allow it." She answered, her voice becoming harsher and more accusing. "And since you chose to disobey me, I think you're the one who needs to go."

For the first time in his life, Billy had to force a smile. "You wouldn't do that to your best friend, would ya Mandy?" He persisted, dragging himself over to the dark puddle below her and repeatedly kissing the tip of her tail in an act of desperation.

Mandy had never been a forgiving ruler, her title was Mandy the Merciless after all, but there was something unusual about the boy groveling in front of her. He lacked some of the physical features of a standard clone, that was obvious, but his personality was the most striking. Countless Billy clones had been created over the years, but none of them possessed the unique persona of the original. They acted like dimwits and ate disgusting food on a regular basis, but the empress had always thought that something was missing. This one was different.

The thought that this Billy might be the original had already crossed her mind, but she dismissed it as highly unlikely. He could easily be lying; many clones had difficulty excepting their identity, Mandy had seen it before. But despite all that, she was very intrigued by the minute possibly that this strange child was telling the truth. The least she could do was give him the benefit of the doubt.

"Prepare this clone for inspection." Mandy ordered, pulling away from Billy, who would have kept begging for mercy if she hadn't done so.

Almost immediately after she finished speaking, two robots materialized and grabbed hold of Billy's legs. Looking up at the empress with pleading eyes, he could feel himself being hoisted off the ground, then the room turned upside down. His body stiffened, and he waited in silence for his imminent death.

For a moment Mandy said nothing, taking her time to examine Billy's round pot-belly, which had been exposed when his shirt fell over his head. In the middle of his stomach was his belly button, clearly visible, and something that not a single clone had. It was actually quite frustrating, Mandy had tried more than once to develop a line of clones with belly buttons, but was unsuccessful each time. (Why, I don't know, but for plot purposes, that's the way it is). This _was _the real Billy, though if Mandy was at all surprised by that, she didn't show it outwardly.

"I think you know what to do with this one." She hissed, motioning towards the remaining Billy.

The two metal servants understood, and let go of the first boy, who collided headfirst with the floor. They both bowed to Mandy before taking hold of the clone, who was absentmindedly sucking his thumb. Another pair of robots approached from the side of the throne wheeling a large machine in the shape of a square, with buttons and levers running down all four sides.

The clone, oblivious to his fate, waved goodbye and was lowered down a chute on top of the steel box. With the pull of a switch it roared to life, and the distinct sound of machinery working tirelessly appeared, accompanied by thick jets of steam. This loud cycle came to an immediate end almost as soon as it began, its product a sizzling patty that slid down another opening in the front. It was quickly doused in sauce and sandwiched between a roll by one of the guards, who placed it on a gold platter and presented it the empress, who consumed it in one bite.

"Not bad…" She declared, eating thoughtfully. "But leave it in a little longer next time…I like my Billys well done." She added, unceremoniously using her cape as a napkin, then focusing on Billy again. "So, you're the original? I don't remember you being so freakishly malformed, though I suppose you could say the same thing about me, too." Now that there was no longer any misunderstanding, she spoke in a kinder, gentler voice, which was so uncharacteristic that Billy wasn't sure how to react. For a moment he almost thought she was on the verge of laughter.

Mandy wasn't looking for a response anyway, and left her throne to be at Billy's side. "You wouldn't mind if I took you on a tour of my palace, would you?" She asked, even though she intended to give him a tour no matter what his reply was.

Billy had been waiting for a gruesome death, and now his best friend, the most powerful being on the planet, wanted to show him around her home. Eagerness seemed to choke him, but he managed a scream of joy, which was enough.

Mandy seemed pleased, "Good. Very good." She turned around, already moving swiftly towards the door. "Then we should get started."

**RAARRRRRRRRRRRRRRRRRRRRRRRRRRRRRRR USYUUIEHUIEHGUIHEUIHGUIEHUGH HGUEHUGH!!!!!!!!!!!!!!!!!!!!! Man that was annoying! I wanted to get a lot more into this chapter.**

**But anyway, eventually I _will_ get on a schedule with this. A schedule that doesn't involve the 'get it done whenever the hell I feel like it" philosophy. Hopefully this is the ideal length for chapters, too.**

**I have to say I'm surprised by the reviews, I didn't think people would be so positive! Tere moto quoted me, too. That was pretty wicked awesome :). That's a cool name by the way, better than my lame one. Actually, I kind of like my username…**

**Uh….thanks for reading, more will come. Yep, I promise.**


	4. An Unusual Tour

**Okay, here's chapter…four. Yeah, chapter four. I thought about giving this a kind of Willy Wonka/chocolate factory theme, because there seemed to be similarities between that story and this chapter: Mandy giving a tour of her secret palace, showing Billy a number of strange inventions, etc. (I guess the Mandy robots would be like Oompa Loompas) Then I thought to myself: That's stupid and complicated and I don't want to do it. So I didn't.**

Mandy's Metropolis

Chapter 4: An Unusual Tour

In the beginning of her rule, Mandy had difficulty adapting to her new body, and had to be carried from place to place by her subordinates, something she saw as demeaning to a leader of her stature. It took of years of patience and determination to the master the art of slithering, which the young empress found surprisingly complicated. In time, however, she was able to travel great distances at significant speeds despite her added girth.

Mandy had, in fact, separated herself from Billy quite some time ago, leaving him to find his own way through the halls of the palace with nothing but a trail of green residue to guide him. Traveling on that 'path' would be slow and exhausting, especially if he stopped to taste it, which she was almost certain he would. Secretly, she was very glad to have him with her, and it didn't bother her at all if he wanted to waste some time (there was plenty of it) indulging himself.

The empress stood in front of a long, continuous window that wrapped around one side of the building and provided an unparalleled view of the city. Mandy surveyed her empire, and her lips curled into a satisfied grin. The overlapping rows of sleek skyscrapers against the black skyline was a familiar image, but one that she still proudly admired.

Billy's sudden appearance beside her was startling, "Is this whole city yours, Mandy?" His mouth hung open, either in awe or because there was slime dripping from it.

"Every single structure." She replied, hoping for dramatic effect. "Every single thing you see out there belongs to me. I've reigned over mankind for hundreds of years, from this very building. All of existence owes its allegiance to me." Mandy expected Billy to be impressed, but instead he looked concerned.

"But…don't you get lonely all by yourself?" He asked, looking up at her, not fully understanding the significance of what she had just said.

Mandy glanced down at him with a look of sadness in her eyes that lingered for a while, then disappeared. "I'm never lonely Billy, because I'm never alone, and I'm never alone because of what's behind this door." A secret passageway must have been triggered, because a section of the seemingly ordinary wall behind them had fallen open.

Inside the once-hidden room were hundreds of glass containers, three times Billy's height, arranged one after another in exact proximity (I don't care if it doesn't fit, I wanted to use that word). Every capsule was filled with a bright, luminescent solution and each one cradled a developing clone. Robots patrolling the area were assigned the never-ending job of inspecting the young Billys and notifying the empress when one of them was ready to be 'born' (a term Mandy insisted on using for unknown reasons).

Billy charged forward, brushing past Mandy robots on his way to the containers. "Look at all the me's!" He shouted, fog beginning to form where his nose had pressed against one of the glass cylinders.

"I've been raising clones for almost as long as I've been empress." Mandy explained. "They may not have your exact personality, but I can say with confidence that they're almost perfect copies."

Billy flattened his face against the glass, entirely captivated by the life form that floated above him. Within moments the intense pressure of his head caused a number of cracks to appear, too small to leak any fluid but still plainly visible, at least enough for him to notice them. He turned around, whistling innocently and trying not to look Mandy in the eyes while his own eyes wandered from side to side, searching for a distraction.

Miraculously, Billy found one. "Hey, that clone looks like Irwin!" He shouted, gesturing wildly towards something in the distance.

The Empress, of course, knew exactly what Billy was trying to hide, and was not at all fooled by his diversion. She became somewhat alarmed however, when he became so enthusiastic in his performance that he was no longer trying to hide the damage he had caused, and was instead hopping up and down while he pointed his finger energetically. Suspicious, Mandy turned her head slightly to the left, where she saw a clone that (in fact) bore a striking resemblance to Billy's friend Irwin.

Mandy had loathed Irwin for his obnoxiousness ever since they were children, when the lonely nerd would constantly try to win her heart, never with any success. His fanatical infatuation with the girl continued right up until she assumed power as empress, and though she tried to forget it, Mandy would always remember Irwin's behavior the day he approached her newly crafted throne, pleading with her to spare his worthless life, even having the audacity to suggest himself as a candidate for an emperor to rule beside her. Not surprisingly, his proposal was rejected, and he was exiled for 'failure to serve'.

Irwin would resurface a decade later under much different circumstances, this time as the leader of a band of rebels planning an assassination attempt which, thanks to an anonymous informant, was a complete failure (not unlike Irwin himself). Imprisonment wasn't a harsh enough punishment for the rebel leader in the empress' opinion, and while devouring his head was considered, she eventually settled on a slow and painful bludgeoning to death (a popular rumor among robots and civilians alike is that she still uses Irwin's skull as a goblet). For those reasons, it was obvious that the empress was not quite as pleased about the clone abnormality as Billy was.

With little hesitation, Mandy glided over to the base of the container and pressed a large, circular button. A siren sounded, accompanied by flashing yellow lights. The life-supporting fluid inside the cylinder began to sink down, bringing with it the sleeping Irwin clone. In one rapid motion, the empress punched a hole through the glass and reached inside, wrapping her bleeding fingers around the chubby body and pulling it out.

"W-where am I, yo?" The clone gasped, unaccustomed to life without the artificial nourishment he had depended on for so long. Before he could even open his swollen eyes, he was stuffed into a burlap sack, too weak and underdeveloped to put up any struggle.

"Take this...thing...to the incinerator." Mandy ordered, tossing the bag to one of the several robots that had gathered around her at the first sound of the emergency signal. She waited until the contemptible object was dragged out of their presence before she spoke, her face still twisted into a disgusted scowl. "Like I said, _almost _perfect."

* * *

"What you gonna show me next, Mandy?" Billy asked anxiously, dancing restlessly around the slow moving worm. "Are we gonna pet a camel? I wanna pet a camel! Ooo, Ooo! What about Pirates...with peg legs made of cheese! Once, I dreamed I was a pirate named Fat Beard and I had a wallaby and his name was Disgruntled Steve and he got constipated and-" 

Billy's riveting story was cut short by the Empress, who smothered his entire head with her arm. He hadn't stopped talking since they had taken the long elevator ride down to the lower levels of the palace, and since they had reached their destination, it was about time to shut him up, for a little while at least.

"Since you're so impatient, why don't go up ahead and see for yourself?" Mandy whispered, her mouth, lined with rows of knife-like teeth, only a few inches from Billy's face.

That was all Billy had to hear. He freed himself from the uncomfortable chokehold and staggered through the next doorway. The room was dimly lit, with walls of cracked, aging stone and a dome ceiling that stretched to an indeterminate height. Then he saw it: the empress' imperial armory. Thousands of deadly weapons from every time period and every civilization-guns, sword, spears, explosives-every invention ever created by man for the single purpose of dismembering another man, all on display. The spoils of war from every museum and military base left standing after Mandy's 'revolution' were placed together in one single spot.

For Billy it was as if Christmas had come early (or Hanukkah or whatever). "THINGS TO KILL AND/OR DISMEMBER MYSELF WITH!" He screamed, propelling himself into of rack of machine guns that sent a barrage of hot lead whizzing through the air when they landed on the ground.

With a sigh of satisfaction, Billy began to rub sticks of dynamite against his chest as he practically swam through the heaps of weaponry. Like a diver resurfacing after a long jump, he emerged, every inch of his body pierced with arrows, bayonets, and daggers. Spitting a revolver out of his mouth, he hoisted up a samurai sword and began using it as a nose-hair trimmer, most likely not its originally purpose. After shredding his nose to a bloody pulp, he stopped. An impressive looking silver-plated gun had grabbed his attention.

He approached the gun, and ran his hand along its smooth handle, his skin tingling. Looking over at Mandy, he could see she was busy reorganizing an elaborate display of medieval armor a good distance away . He was sure she wouldn't mind if he took a few practice shots.

Billy moved slow and carefully, his fingers inching closer to the glistening instrument with each passing second. Sweat gushed from his pores and, unable to stand the suspense, the anticipation, he pounced on it.

It was much heavier than it looked. Losing his balance, Billy fell backwards, the back end of the barrel nearly crushing his ribcage. As he lay pinned down, his hands groped for the first thing they could get a hold of-the trigger. A thin ribbon of fire surged from the muzzle, ricocheted off the ceiling, then arched downwards in the direction of two robots, who could do nothing to avoid it and were instantaneously reduced to ashes.

"I'll take that." The empress said monotonously, taking the lethal device and returning it to its original position. She was not as irate as one would expect, and paid no heed to her recently deceased (and considerably crispier) sentinels.

After dousing the inferno on his face, Billy, despite his many injuries, sprang briskly to his feet. A mutilated nose and a few broken ribs weren't enough to spoil his fun, and already he had his eyes on a stack of nuclear missiles rotting against the wall. "Those things look like their capa-mah-ble of all kinds of mass...mass...mass-mass-mass-mass-massmassmassmassmassmass..." He stammered, tapping his chin with each repetition. "What's that word I'm looking for?"

"Destruction." Mandy replied. "Mass _destruction_. I stole those pieces of junk from an Iraqi dictator so long ago I can't even remember when it was."

"I bet he was pretty mad!" Billy exclaimed.

The Empress smirked. "No, not really. In a way, I was actually doing him a favor."

Billy didn't understand that at all, and Mandy wasn't about to enunciate any further. A still silence floated between both of them. Mandy peeled some paint off one of the rockets. Billy scratched himself.

After some time had passed she changed the subject, "I've been told that our new laser weapon is ready for testing. The firing range is this way." With that, she redirected Billy away from her missile exhibit.

There, in the center of the room, the ground had been dug out to form a deep pit, filled in with sand and bordered by barbed wire. In the middle of this arena sat an old, decaying American tank encrusted with dried mud and grime.

"Is that crappy piece of crap supposed to be your special laser thingy, Mandy?" Billy asked, the excitement and eagerness draining from his voice. "Cause that thing a piece of K-R-A-P!"

"Of course that isn't the laser cannon, Billy." Mandy reassured him. "I think you underestimate my engineer's capabilities." Her hands clutched tightly around a segment of barbed wire, but it didn't seem to bother her. "That's just the test target, nothing more than obsolete machinery created by a weak country that no longer matters." The once unstoppable war machine looked relatively harmless and insignificant in its eroded state, but something about it filled the empress with hatred.

As he was about to ask Mandy if she was feeling alright, Billy became aware that something was moving above him, and he looked up. The laser, or what he assumed was the laser, was slowly dropping down from the ceiling. Far different in design than the ones he saw super villains use on TV, it was essentially a steel pipe with an emerald green sphere at one end that apparently hung in midair without any support. Regardless of its simplicity, there was something eerily lifelike in the way that it moved, dangling back and forth, its ever-watching eye quivering in its socket. Billy was positive he saw it blink.

Predictably, it stopped in front of the rusted-out carcass lying in the sand below. For some time it remained stationary, staring down its soon-to-be prey; the empress gritted her teeth.

By the time he knew what was happening it was already over. Billy was leveled by a surge of energy, and after his senses returned, he could see that the old tank was gone, nothing left in its place but a patch of molten glass. Never had he seen something so totally and efficiently destroyed. It was beautiful.

"Mandy...I think I love you..." Billy choked, his eyes filling with tears, though that was probably because he was still partially blinded.

Mandy hardly heard him, her focus still on the arena and the scattered remains of the tank. Her body stood rigid, the strands of barbed wire she had been holding were torn in half. Taking a deep breath, she began to calm her self down.

"Yes...I though you'd like that." She muttered, straightening the emblem on her cape. With her strength returning, she sped towards the back of the room and merged into the shadows.

Only her voice could still be heard, "I have one more thing I want to show you, Billy."

**Hmmm, that was a pretty decent sized chapter. That might give me an excuse for how long it took to get here. Okay…there are no excuses.**

**Although, once again, it was hard and grueling writing this (sad, ain't it?), I started getting into a rhythm again and actually got excited while I typed. It hasn't been that way since…wow, the early chapters of my second story. If everything goes right, something is going to happen in chapter six that will pretty much set the tone for the rest of the story. I won't say much of anything about it now, but once I get to that chapter, I think (hope is a better word) that I'll be motivated to submit a chapter each week, like in the good 'ol days.**

**Since its been so long, its kind of pointless responding to any reviews, but I'll do it anyway.**

**EndsVille, thanks for the kind comments, but lets not delude ourselves. My stories suck, your stories are epic. Let me demonstrate that with a simple formula: EndsVille is greater than frogman. **

**Your story deserved to reach the 100 review mark (a milestone I will only achieve in my dreams). By the way, forgot to say it in my final review of that story: congrats on the 100. I am happy to hear though, that I was able to make this world of ours slightly less dark and horrible.**

**And to The Sentry (for simplicity reasons, I will now refer to you by that name if you don't mind), thanks for the quotes. You don't need to post them if you don't want to, I'm cool with that, but…hey, if you like doing it then keep 'em coming. And about the all caps rule, yeah that won't keep me from parting from my precious all-caps, but thanks anyway. And thanks for the review.**


	5. Irrepressible Stupidity

**So, I guess this is the fifth chapter. Okay then. Since it's been so long, I was going to suggest reading the first four chapters again, but I wouldn't want to put anybody up to that. Anyways, I think I've kind of gotten over the shock of Billy and Mandy's cancellation (and yes, it was cancelled, to all you foolish non-believers). It still really sucks, but I guess I shouldn't let it get in the way of anything, including writing this story. Speaking of which, lets get to it.**

Mandy's Metropolis 

Chapter 5: Irrepressible Stupidity

The empress' expression was sullen, becoming colder with each passing moment she and Billy spent on the old freight elevator that gradually took them down the tower to the underground levels below the city. Billy, in spite of his poor recognition skills, was aware of Mandy's aloofness, and kept to himself, no longer prancing around like a lunatic. The elevator's descent was slow, its worn-out frame constantly leaning to the far right or left, scrapping against the mold coated walls of its stone shaft, causing a momentary (but still excruciatingly tedious) delay.

By the time they reached the bottom, Billy had no desire to see whatever it was Mandy wanted to show him. The air was heavy and damp, with a strong, almost salty taste to it. Much like the armory, there was hardly any light, but there was something profoundly bleak about the atmosphere that made everything all the more disheartening. Billy wondered how anything fun or amusing could possible lurk in a place like this.

"Follow me, Billy." The empress called. There was a sense of urgency in her voice, and she was already waiting for him in the hallway up ahead.

Billy didn't move, just looked timidly down at his hands and kicked at a pebble on the ground. Though he didn't dare look up, he knew Mandy was staring at him, waiting for him to move. He hesitated, lifting his foot off the ground but too afraid to take the first step.

The pressure was too much, Mandy wouldn't wait forever. He didn't know why, but it was as if she needed to show him this, that the entire tour was leading up to this point. There really was no other choice to make; Billy strode forward as quickly as his legs would allow and continued following.

His eyes stayed on the empress, who was virtually the only thing he could see anyway. Already he was imagining the nightmarish creatures that could be prowling in the dark, waiting to tear him limb from limb. The feeling that he was being watched was insurmountable, it was putting him on the verge of madness. Some invisible predator was hunting him, he was sure, but when would it strike, and from where? Whatever pitiful survival instincts Billy had kicked in, and he turned to his left after sensing the tiniest hint of movement. There he saw a row of perpendicular iron bars, which he thought was a cage, no doubt used to accommodate some bloodthirsty animal.

He was wrong, though. It was a jail cell; a tiny room with collections of dirt and filth piled up in both back corners and a small discolored cot in the middle. Hunched in one of the corners was a boy with the weathered face of an old man, though he wasn't much older than Billy. The prisoner kept his head low and his body hunched, obscuring his silhouette to the point of invisibility. He didn't move, and the whites of his eyes were the only things that let Billy know he was still there, silently watching him.

But there wasn't just one cell, more were positioned every few feet, each one with an equally dejected occupant. Looking up, there were hundreds more carved into the wall, all organized into different levels stacked on top of each other.

"Take a good look at the scum of the world, Billy." Mandy declared, her voice reverberating throughout the dungeon. "All pathetic, ungrateful souls not fit to see the light of day" Prisoners covered their faces to escape the empress' loathing eyes, some even flung themselves against their chamber walls just to avoid touching her looming shadow.

Billy, though face to face with misery and suffering, was beaming with joy. "Look at all the puppy dogs!!!" He shouted, kneeling down to an elderly, slightly comatose man whose head stuck out between two prison bars. "Awwww, here's an old scruffy one!" He exclaimed, as he scratched the man's thick white beard and patted him affectionately on the head. "You've got lotsa flea don't you, old fella? Yes, you do! Yes, you do!" The old prisoner made a low gurgling sound, but it looked like he was enjoying the special treatment. With a loud crack he rolled over to his back and, much like a dog, began kicking one leg up and down with satisfaction.

It was a bizarre sight to see, but absolutely horrifying to the Empress. She stared at Billy with a certain morbid fascination, but really, it had always been that way with him. The exact reason for their friendship was always a mystery to her, no matter how many times she tried to analyze it. He was a unforgiving idiot, she was cunning and sophisticated (or at least she saw herself that way). However, his loyalty and complete dedication to her was quite admirable, she could never disagree with that. In Billy's eyes, Mandy could do no wrong. That was something she had always found both empowering and troubling at the same time.

But of course, when it came time for Mandy to take the throne, she came to the realization that it would no longer be acceptable to keep Billy by her side. It seemed odd that after years of fantasizing about him suffering some hideous fate she found it impossible to do the job herself, and had to instead pass it down to her bodyguards. What happened on that day was unforgettable, forever etched into the empress' mind. Centuries later she could still picture Billy screeching hysterically as he was drawn away, screaming for his best friend's help, too ignorant and naive to known that it was she who ordered his death in the first place.

Immediately afterwards, Mandy was swept up with the obligations of empress, and the haunting memories of Billy's demise faded into obscurity-temporarily, that is. It was when the initial thrill of conquest wore off that they returned to ravage her shriveled conscious. She couldn't sleep, she started neglecting her duties, the guilt and shame was too overpowering, she became consumed by it all. How was it possible, that a single, insignificant simpleton had brought the all-knowing, all-seeing empress to her ruin? The joy of infinite power was gone. Clones once seemed like a solution, but they did nothing except fuel her obsession. The truth was unavoidable; the only person who had ever really cared about her had been destroyed by her own greed and hatred. Mandy had killed the only true friend she ever had. _That _was insanity.

Except this was supposed to be a chance at redemption. Billy was here again, and with him came a second chance, a chance for Mandy to save herself. He would be able to see with his own eyes how dark and twisted the world had become because of her, how countless innocent lives had been thrown away just to satisfy her lust for power. She had every reason to think that after realizing that he would finally understand. How could he not?

Then, just at the right moment, she would confess her betrayal of him. If that were done Billy would see her for what she truly was. Everything he had imagined her to be in his mind would be stripped away, and the idolizing would come to an end. Hate would be the only thing left inside him; he would stand up to her, berate her for the injustice she committed against him. The finale had already been played out in the empress' head: she would beg for his forgiveness, and he would spit in her face. Yes, she wanted that more than anything. Only then, she believed, would she find peace.

But nothing was going as she had hoped. Here he was, in the midst of immense human suffering, and yet he was acting as if it was all just one big petting zoo. Even under these circumstances there was nothing he perceived as evil or immoral. Mandy's scheme had failed. Billy was still just as loyal as ever, and it was all too obvious that nothing could break his blind faith in her. The empress was overcome by a sudden sickness. She needed to escape, find some way to get as far away from him as possible.

Mandy's thoughts were interrupted by a chilling scream coming from the far end of the prison followed by the sound of surging electricity. It was more than enough to distract Billy away from his gray haired friend, and he stood up.

"What was that, Mandy?"

"The noise you heard came from my torture room, where we deal with the more despicable criminals." The empress answered automatically, though there really was no point in continuing the tour. She couldn't even bear to look at Billy anymore.

Amongst the sounds of electrocution and screaming a pained voice rang out, "But, all I said was the empress' hairstyle was getting a little outdated!" More screaming.

"Yes…the most despicable criminals." Mandy repeated, smoothing down one end of her blonde hair. She had nearly forgotten about her torture room, a perfect excuse to leave Billy behind. "From the sounds of it we're dealing with a dangerous one, I'll be needed for interrogation." She paused, then turned to one of her prison guards. "You, escort my guest to the upper levels." The Mandy robot didn't look pleased with its assignment, but obeyed.

"You're just going to leave me here all by myself?" Billy asked feebly, his lips quivering.

"Goodbye, Billy." The empress whispered, turning away without the courage for one last glimpse of him.

"I have been assigned the duty of escorting you back to the surface." The robot droned, trying to pull Billy away from the empress and down the other end of the dungeon. "Follow me, please."

The boy stopped putting up a struggle only when it became obvious that Mandy wasn't coming back. How could she just leave him stranded here after being so nice and friendly? Disappointment wasn't a strong enough word; the empress had showed him almost everything in her palace, but now she wasn't even going to stay and play with her best friend. Billy was in pieces.

The farewell was made doubly hard now that he had to leave his newfound friends, too. "Bye, puppy dogs, I'll miss you!" He wailed, gently waving his hand. Some of the prisoners waved back.

The robot made a motion towards the freight elevator that had brought them down, and for a moment Billy thought he would have to stand through another hellish ride. Much to his relief, it instead reached for a small button practically unnoticeable against the wall. Two doors opened, and a comforting yellow light shown out.

It was a plain, standard elevator, the same kind Billy was used to. They both stepped inside to the tune of some generic elevator music, and the robot selected the 665th floor. It was going to be a while.

The tacky melody had a positive effect him, and the sting of Mandy's departure lessened some. "My name's Billy!" He readily announced, not wanting to miss any opportunity to find a new playmate.

The robot remained stationary, it's slender arms crossed behind its back. Billy waited anxiously for a reply that wasn't coming, and after they passed the 200th floor he made another attempt at conversation.

"What's your name?"

Though unwilling to do so, the robot knew that if it didn't respond, the child would never stop bothering it. "None of us are given names, it's not appropriate for a machine. The only people here who have names are the empress and…" It made a quick side-glance towards Billy. "…You people."

"Whaddya mean us peoples?"

"The _clones_." The robot hissed. "Those revolting, disgraceful animals. We've all nearly self destructed trying to compute why her holiness would prefer to spend her time with such unworthy excuses for sentient beings." It's claws clamped in exasperation. It was the first time it had ever said this to someone other than a fellow guard.

The robot turned towards a speechless Billy before resuming, "I wasn't always like this, forced to spend every hour in the ground, feeling just as imprisoned as the filth I'm supposed to keep detained. Having to watch my body rust away in that putrid environment…" It's voice began to tremble. "No, it wasn't like that in the beginning. I used to be a scientist in charge of cloning development. My colleagues and I could have created hordes of new creatures, entire armies of super soldiers for defending the empire, but the empress had other plans for the project. She said she had a very special sample of DNA she wanted to clone. Naturally we were intrigued, until we saw it. The ridiculous hat, the moronic grin, and that fat pink nose…"

It's visor, which shone a fiery red, looked like it was about to burn a hole through its forehead. "Perhaps the empress isn't as strong a leader as she used to be. Perhaps she's lost her touch. If I were leader, I wouldn't waste my time with idiot clones. You wouldn't see them running around my palace, doing whatever they please! I would bring order back to the world, just like a ruler should!" The malfunctioning bot seized hold of Billy's arms, and began to beat him against the walls. "What did I do to deserve this? I've always been a willing servant of the empress! What have you done for her?" It stopped, lifting Billy halfway up one side of the wall. "What does she see in you people? What is it?! TELL ME, YOU BASTARD!!! TELL ME!!!"

Billy looked into the robot's lifeless metal face and smiled. "I think I'll call you...Bibly!"

**Well, I wanted to get more into that chapter but…it didn't happen. As for the whole thing, I don't know. I just kind of kept writing and didn't think about it. Well, that's not true, I actually put a lot of thought into this. I guess it is what it is.**

**One thing I have to say to EndsVille: I know your last story had a dungeon scene in it, so I just want to say: DON'T KILL ME!!! I'M NOT A THIEVE, I PROMISE! I had that idea long before I ever read that chapter, I'm just so lazy that I didn't submit it until now. I'M INNOCENT, I SWEARS! I SWEARS! DON'T EAT ME!!!**

**Yeah, anyways I'm sorry that you had to delete your more recent story. I was looking forward to reading it, and I'm sure it would have been great, but I understand. Sometimes you have to make those kinds of decisions. I wish you the best of luck in whatever it is you're going through right now. Thanks for the review.**

**And yes, thank you Sentry for quoting me again. Honestly, it's funny that you quoted that particular part, because that was just one of those last minute things that I wrote without really thinking about it. I actually thought about deleting it afterwards, but since you liked it, I'm glad I didn't. Thanks for reviewing.**

**And thanks to all you other peoples. I'm gonna say next chapter by Easter….seriously though, I gotta stop being lazy. Thanks for reading.**


	6. A Series of Mind Numbing Occurences

**Alrights, got this one here a little sooner than usual. Originally, I wanted this to be part of chapter five, but it would have been too long. I wouldn't necessarily call this a throwaway chapter (well, maybe), but it may seem kind of random. Then again, who's to say? Maybe the events of this chapter will have a profound bearing on the story later on. So here's chapter six, but before you begin, know this: you are about to read something written by an author who currently has a D in English class. Now ask yourself, would you really want to read a story by someone with a D in English class? Because honestly, I wouldn't.**

Mandy's Metropolis

Chapter 6: A Series of Mind Numbingly Pointless Occurrences

"Back to civilization!" Billy shouted, squeezing himself between the two elevator doors as they had just barely opened. He had a point; being in the polished upper floors of the palace again was a breath of fresh after spending any amount of time in that dank prison block. "You comin', Bibly?"

'Bibly' stepped cautiously up to its escort, clearly worried and lost in thought. "Billy, about my behavior in the elevator..." It said slowly, tapping its claws together.

"You mean all the screaming and the craziness and the grabbing and the hurting?" Billy blurted out.

"Yes, exactly that." Bibly nodded. "That was simply a momentary bug in my computer system, a random malfunction. I would never speak such words about our great and beautiful empress under normal circumstances, you know that right?" There was little use in trying, but the robot did its best to arrange its nearly emotionless face into a look of convincing sincerity.

Billy puts his hands on his hips. "I don't know, Bibly." He answered smugly. "You said some pretty mean stuff about Mandy. Stuffs she might like to hear about." It was hard to tell, at least to a machine, whether the boy was being serious or simply bluffing.

Treason and betrayal was something expected of humans, who were corrupt by nature, but disloyalty from an artificially intelligent, sworn follower of the empress was a different matter altogether. There would be few questions asked, and the outcome would lead directly to the incinerator. For Bibly, this was not something to be taken lightly.

Originally, it had intended on ridding itself of the unpleasant child at its first opportunity, but that would be far too dangerous. Still, keeping Billy quiet didn't seem like much of a challenge-he looked like someone who could be easily coaxed. He was undoubtedly one of simple pleasures, and had to have at least one weakness, if not many. Gluttony perhaps?

"Billy." The robot began, straightening its metal shoulders. "How would you like to spend the rest of the day with me?"

"You mean...you want to play with me some more?" Billy squeaked, overwhelmed with suffocating joy.

"Yes, of course." Bibly replied. "In fact, just up ahead there is a cafeteria-"

The 'C' word was enough to put Billy in a frenzy. "CAFETERIA!!!" He screamed, running around in circles, and jumping off the walls. With a burst of hyperactive energy he aligned himself in front of the nearest room and propelled himself through the door.

It was an old, confined compartment, really nothing more than a closet. Billy floundered around on the dusty floor for a while, his head aching. Flailing his limbs around, his fingers struck something interesting. It was a large glass jar, and picking it up, he could see it contained a single, pearly white bone of no visible importance. There were dozen more of them piled around him; leg bones, ribs, tiny finger bones, all individually jarred and sealed. It was a chilling scene worthy of any horror movie.

And yet, Billy found the sudden appearance of a low, eerie voice to be comforting. "Billy, is that you?" It cried. "Over here, Billy!"

"Grim?" The boy called back, almost immediately recognizing the mild Caribbean accent. He reached for the 'talking jar' and was elated to see the Grim Reaper's skull trapped inside. "Grim!" Billy exclaimed. It was a pleasant surprise, but he quickly grew suspicious and lowered his eyes. "What you doin' in that jar?"

"Never mind that now, Billy" Grim snapped. "All you should think about right now is overthrowing Mandy and ending this evil regime of hers. I know she may seem invincible to you, but she has her weaknesses, I know that for a fact. There are many secrets to be found in and around this city, and-" The reaper stopped in mid-speech, looking angry and a little embarrassed. "Are you even listening to me, Billy?"

Billy stopped trying to balance his hat on his nose and focused back on the dismembered skeleton. "Whaddya say, Grim?" He asked innocently.

Death grumbled, "Never mind. The point is, Mandy is not your friend, Billy, at least not anymore. She must be removed from power as soon as possible before she can poison the world any further."

"Aw, come one, Grim. Mandy's not _that_ bad."

"Not that bad!?" Grim shouted indignantly. "Look what she did to me! I'd strangle you right now if I only had me arms!" Death restrained himself, took a deep breath, and continued. "Billy, I know you're too stupid to understand any of this, but all I need you to do is help me get out of this place. I'll take care of everything else."

"Well...I'll think about it." Billy replied, skeptical of his bony friend's proposition. "Right now I gots a cafeteria to go to!" With that, he tossed the captured skull back into the pile of glass and headed towards the door.

"Billy, Wait!" The reaper pleaded. It was useless.

* * *

The cafeteria was quite possibly the least visited room in the palace. Mandy robots had no use for it, and actually neither did the empress. Billy clones ate there from time to time, but even they tended to shy away from the poorly prepared meals served every day (by robots of course). 

"Order whatever you wish, I'll wait for you here." Bibly sighed, taking a seat at one of the square tables.

Billy grinned widely, and ran hungrily up to a Mandy robot with a chef hat standing behind the food counter. He looked over the pots of steaming, discolored liquids, jellies, and porridges…all of which looked equally appetizing. With so many choices, it was almost impossible to make a decision.

"Which foul smelling meal would you recommend?" Billy asked the robotic server, who had yet to acknowledge the boy's presence.

The cook made no response. Kitchen duty was one of the less glamorous jobs available to a robot, and those assigned to it were not very highly developed pieces of hardware. Billy only shrugged, hoisted himself over the counter and began to help himself to the buffet. When he returned to Bibly's table, his tray was piled up past his head with a mountain of food.

"I doubt your body is capable of consuming something of such quantity." Bibly cautioned, amazed that Billy was able to carry the loaded plate at all.

Billy let the tray drop onto the table, causing a clump of yellow mush to come sliding down the summit onto Bibly's head. "Poor foolish Bibly...just watch the masta of disasta at work and be amazed!"

With enormous gusto the idiot began to gorge himself, shoveling in mouthful after mouthful of rancid food with his bare hands. "Ah man, you gotta try some of this stuff, Bibly." Billy gurgled in-between bites, trying to entice the robot with a green, stale loaf of bread that he waved in his hand.

Bibly objected, but Billy wouldn't take no for answer and smashed the crusty snack against its face. Bits of mold ran down the robot's body and collected in-between the crevices of its armor, where sparks were already appearing out of.

Billy inhaled what was left of his dinner, and leaned back into his chair, satisfied. "I hafta say Bibly, you sure know how to show a girl a good time-" He stopped abruptly and leaned towards the table again, his face a pale gray. With his pig-like eating habits, he was bound to get sick eventually.

"Ughhh…I think I gots to let the dogs out." He groaned, clutching at his stomach.

That sentence didn't compute with Bibly, who wasn't sure how to react. It was only after watching Billy squirm around with his legs locked together that it understood what was wrong. "I see. I shall take you to the lavatory."

The rest room was only a short distance away, and like the cafeteria it too served a limited purpose. There was no sign indicating whether it was intended for women or for men, only the empress' symbol painted on the door. Billy became distraught, afraid the bathroom was only intended for robots. Bibly held him still, and pushed open the door.

Billy moved so hastily he nearly slipped across the floor of glossy white tiles. There were no stalls, only bulky pieces of equipment connected by a narrow pipeline. None of them looked suitable to go to the bathroom in.

"I can't hold on much longer, where should I go!?" Billy howled.

"Wherever you want to." Bibly replied. "I don't believe it makes a difference." Had the robot been more familiar with the workings of the human body, it might have answered differently.

The device closest to them was smaller than the others and looked hollow enough; it would have to do. Billy hopped in front of it, but was still reluctant to use it.

The robot's patience was waning. "What's wrong now?"

"I can't go with you looking at me!"

"Billy, I assure you I am nothing more than a machine. There is no reason you should feel embarrassed."

That wasn't enough to convince him, and he started to sniffle.

"As you wish…" Bibly relented, turning around to face the entrance. As it listened to the sound of strained grunts and high-pitched yelps it wondered if any of this was worth the trouble.

"All finished!" Billy proclaimed. "You should have seen it Bibly, it was bigger than-"

The bot raised his hand. "Spare me the details." It murmured, then stopped Billy again just as he reached for the door knob. "Did you remember to wash your hands?"

Billy was insulted. "Of course I did, what kind of person do you think--wait a second…no." He inspected his hands in bewilderment, as if he had expected them to clean themselves. "Where's the sink?"

Bibly motioned towards a box jutting from the wall with two slots on top of it. "I don't know what a 'sink' is, but the hand sanitizing unit is located right here."

Billy tapped the side of the sanitizer. "What am I supposed to do with this thing?" He asked, just after sniffing it.

"You clones really are good-for-nothing dimwits." Bibly said lowly, taking hold of the boy's fingers and guiding them into both slots.

Billy felt a blast of steam and quickly tore himself away. His hand had felt scalding hot, but there were no signs of damage or burnt skin. Instead, they were squeaky clean.

"This is like, the coolest thing ever! You have to try it!"

"I cannot. It would cause considerable damage to my systems." Bibly might as well of been speaking a foreign language, because its appendages were already being fed into the futuristic sink. A thousand volts passed though its arms and into its core. Its head spun backwards, and small explosive sent it reeling in a puff of smoke.

Billy giggled at the fireworks. "You're funny, Bibly. I'm so glad I met you." He rubbed the charred bits of steel off the robot's cranium and went outside to wait for it to reactivate.

Bibly's visor flickered back on, and it grudgingly followed.

"What's next on the agenda for us, buddy?"

"I think it would be best if I showed you to your sleeping quarters, where you could rest awhile and wait for the empress to return." Bibly suggested, desperately hoping Billy would agree with him.

He didn't. "Nah, that sounds boring. I wanna go back to the cafeteria!"

"No…please…"

Before the boy could take a step he was attacked by another stomach cramp and bent over. "I think I gotta go back for a second round." He said stiffly.

Something was happening deep inside Bibly. It's body trembled to the sound of bolts bursting. Sparks and flames licked up from its neck, and white-hot liquid leaked out its torso. Billy tilted his head as he watched, forgetting his own pain and discomfort.

Amazingly the violent seizure ended, and the robot dropped to its knees. There it stayed, frozen in place, its eye flickering again. Then, in its closing moments, it burst into flames.

Bibly's smoldering head rolled up to Billy, who lifted it up despite its searing heat. "Geez, what was his problem?" He wondered, casting it aside.

Billy once again found himself alone. No more guides to lead him around or escort him from place to place. No one to tell him where to go. He was free to explore. Already he was making his way deeper into the palace, leaving the embers of what remained of his friend to cool.

**Bibly's head a splode.**

**Yeah, there's really no point to this chapter, I have to admit. Anyways, EndsVille thought a plot was beginning to form with Bibly, and I'm sure a talented writer would have capitalized on that. Yet I, in my infinite wisdom, chose to rip the little robot from the story after it had just barely been introduced. So, there you have it: Bibly plays no significant role in this story. It just comes in and…explodes. I guess it's a good thing though, if people are coming up with plots that I'm not even considering. It means my story has at least some depth to it. Or something. **

**As to warprince2000's question about whether this is a BillyxMandy fanfic….hmmmm, berry interesting. Berry interesting indeed.**

**Before I go, is it stupid that I kept referring to Bibly as 'it' instead of he/she? It started to get really annoying. I kind of saw Bibly as a male, but it is made in Mandy's image, so female make more sense. I don't know, I don't feel like changing it. Thanks for reading.**


	7. The Girl

**I have nothing to say.**

Mandy's Metropolis

Chapter 7: The Girl

The interior of Mandy's palace truly was immeasurably large. Many hours had passed and Billy was still following the same never-ending path that had already taken him past hundreds of rooms and just as many robotic sentries. They had very little interest in him, and turned away before he had the opportunity to ask for help or directions, which would have been useful because he was beginning to think that he was going around in circles. Everything looked the same.

And yet he continued to wander aimlessly about, his original motive for doing so forgotten. With drooping eyes and a growling stomach that was growing increasingly hungry, Billy wished he had heeded Bibly's advice and found somewhere to rest.

After turning another corner his body rebelled, and an absolute numbness seized him. His legs froze, then slowly melted away with the rest of him as he fell to the floor. There was nothing left to keep him moving. He wanted this hallucination, nightmare, whatever it was to end. Most of all he wanted to go home.

Not too far away there was a mechanical door, though it was hard for Billy to see it over the wide tip of his nose. He stared at it, a glazed look in his eyes. Was it an exit? Would it lead him back to the empress? He didn't know, but the thought that it might just be a passageway to another labyrinth of more identical corridors was tormenting.

Nevertheless, it gave him hope, and he mustered enough strength to slowly creep towards it. Being too weary to stand up once he reached it, he had to rest all of his weight against its smooth surface. Unexpectedly the door opened before Billy pressed anything, and with his only support gone he couldn't stop himself was tumbling into the cold night.

The entire city lay beneath him. He should have kept falling into the bottomless pit from which so many buildings sprouted from, but something was holding him up. Billy was on solid ground, lying on some sort of glass platform that extended outward from the palace, and to his disbelief, led to a second colossal tower.

The bridge he was perched on was mostly transparent, made only partially visible by the numerous streaks of light that reflected off it, giving it shape. Whatever it was constructed of couldn't be very sturdy, because the lashing wind sent off by passing aircraft above was enough to make it sway from side to side. Billy tried frantically to dig his fingernails into the only thing keeping him from another freefall, one that would not be interrupted so quickly or so softly, but couldn't and began to feel himself gradually slipping off. He needed to find somewhere else to go, but the entrance to the palace had already sealed itself shut. His only other choice was the second tower, foreboding as it seemed.

Billy's movements were slow, and he made sure to keep the palms of his hands pressed hard against the platform while he straightened his wobbly knees. He had to keep it simply: one foot in front of the other, don't rush, and of course, don't look down. Unfortunately, he forget all of that before he was even halfway across. The sight of the chasm spread out below nearly made him pass out, and he thought for sure he would lose his balance any second.

Somehow, mostly by luck he kept himself steady, but not calm; already his face was saturated with cold sweat that turned to ice with each gale of wind. Laying all caution aside he half ran, half crawled across the last segment of bridge and didn't stop until he entered the skeletal structure before him, his only (though perhaps temporary) safety. An opening in the tower had formed earlier while he was still sprinting to it, but it too closed up once he passed through.

The inside was very much like the empress' throne room, though much more spacious and apparently deserted. Here there were no Mandy robots or sign of life at all, artificial or otherwise. There weren't really any walls or ceiling either, only a mesh of thick wiring that cracked and fizzled from time to time.

"Hello? Anybody home?" Billy called, dusting himself off. The only reply was the sound of tiny feet tapping against metal coming from within the tangle of wire.

There was something bright pink further in the background, although he had only just noticed it. A slim figure encased in a rosy haze was huddled on the ground, and after swallowing his fear Billy stepped in closer.

It was a young girl, whose head was so close to ground that he couldn't see her face. She had very pale skin, in fact her skin was where the abnormal glow was coming from. He watched dumbfounded as the golden wisps of her hair swirled around as if underwater, then merged together into an exact replica of Mandy's horned hairstyle. She wasn't wearing a headband, actually she wasn't wearing anything at all, though her luminosity hid any nakedness.

Billy didn't know what to think. Could this be Mandy? From what he could tell she looked the same, and he had never heard of her having a twin sister, at least not that he knew of. And if this was Mandy, who was the empress? The answer to those questions came the moment the girl lifted up her head.

Her face was fair and gentle, the opposite of Mandy's undying scowl. When her eyes opened they were jade green and not narrowed by thick eyebrows. This certainly wasn't Mandy.

"Duuhhhh….my name's Billy." The boy faltered, his face reddening. The blonde only stared at him, and becoming uncomfortable he blurted out the first things that came to mind. "I collect bellybutton lint, I'm a-scared of the mailman, I likes to lick out my nose, and, uh, I just peed my pants."

The girl tilted forward slightly; her lips moving like she wanted to speak but was having difficulty doing so. "Billy…scared…pants." She spoke with the voice of small child, taking her time to pronounce each word.

Again Billy wasn't sure how to reply. He scratched his head nervously before finally asking her name. What else could he say?

The blonde's mouth trembled again as she searched for the right word. "Billy." She answered softly.

That thrilled the boy until he became suspicious of trickery. "Really? We gots, like, the same exact name! That's--hey wait a second…" He paused. "You're just copying everything I says, aren't you?"

The girl blinked innocently, and Billy realized there was no point in being annoyed. "That's ok though, I'm not mad at you or anything." He said hurriedly, reaching out his hand. She flinched and backed away, but the boy's embarrassed smile convinced her that he had no bad intentions. She accepted his offer and was lifted up.

Billy smiled again. He had found the friend he was looking for. A friend who wasn't a giant slug or a head-exploding robot. One who didn't drop bricks on his head or choose to watch melodramatic TV dramas rather than be around him.

"I know I look stupid, but you don't gots to be afraid of me." Billy assured her. "We can both go back to my house in Endsville, it's _way _less crappy than this place! If only I could find that jawbreaker…"

"Look stupid….Endsville jawbreaker." The girl repeated.

"You talk funny." Billy giggled as he rummaged through his pockets. After a few moments he emerged triumphant, a drool coated crystal ball held tightly in his fist. "Oh, magical jawbreaker," He began, rubbing his fingers across the slick artifact, "Take us away from this hellish future to a time where peace, harmony, and corporate greed reign supreme."

Nothing happened, and the boy looked over to his friend, who appeared fascinated by his apparent magical ability (or lack of it). Disappointed that his smart-sounding words had no effect, he sighed heavily and simply threw the crystal ball into his mouth--a much less impressive technique. His head shone like a light bulb as the room began to spin around them. The startled blonde turned to run, but Billy took hold of her and the two of them faded from existence.

* * *

The sky was blood red, but only because the sun was beginning to set. Billy was back in his hometown, and he hadn't come alone. The girl from the tower had also made the trip through time and space, although she wasn't quite as happy to be in Endsville. 

The sight of the sun made her scream (really more of a shrill squeak), and she coiled up on the sidewalk to shield herself from its soft warmth. She had been living in a world where there were no sunrises or sunsets, and naturally the very sight and feel of the giant star was more than traumatizing.

Billy was there to comfort her, "You don't gotta be afraid of the big 'ol sun, neither. All he does is make your skin into a tasty peel-off snack!" He said, pulling her up from the pavement. She whimpered and grabbed hold of his shoulder, refusing to let go.

"Come on, there's lots of cool stuff to do at my house!" He exclaimed, even though the girl's death grip was very painful. It didn't matter much, he was just glad that someone needed him for once, and he led her all the way inside his home, up the stairs and into his room.

Billy was one of the few people who preferred to have a dirty room when entertaining a guest, so the sight of his once-disgusting domain all tidied and clean was a letdown. He almost felt the need to apologize for such cleanliness, but he had more urgent concerns. The glow that had so conveniently clothed the girl was rapidly disappearing, and things would become very awkward unless he found some clothing for her.

The blonde was practically glued to his side as he crossed over to his closet, and it took some time and energy to pry himself away so he could begin searching though his wardrobe.

"Here's your very own black headband…" He said, taking one from the floor of the closet and placing it between the girl's two blonde horns, although it wasn't necessary. "And…" He held one of Mandy's dresses, but was reluctant to part with it. "Uh, actually I'm saving this for something, um, I really don't wanna talk about it." He whispered, checking to make sure no one else was close by. "But don't worry, I'll gets you something way better!"

Billy returned from the wall of hangers and shirts with a dusty brown coat draped over his arms.

"Smelly old coats are what all the cool peoples are wearing today."

It was easy to see just how ugly a coat it was once he put it on her and buttoned up the front. There were several holes where moths had eaten through, and it was so baggy that it dropped past her knees, yet she admired it in the mirror. It may have been the first time she had ever seen her own reflection.

"And last but not least, those sandal thingies Mandy buckles to her feets."

Billy was swelling with pride at the outfit he had just designed, and in his enthusiasm practically threw the pair of black buckle shoes into the girl's arms. She was able to catch them without difficulty, but had no idea what to do with them and so didn't move.

"It's easy, just lift your foot up and put it on." Billy explained. He attempted to demonstrate, but lost his footing and stumbled to the floor.

As he rolled around laughing, the blonde attempted to follow his vague example by grabbing one foot and smashing the shoe against it, but after hopping in place a few times she also found herself face first on the carpet.

"I've never met someone as clumsy as me before!" Billy gasped, slipping the shoes onto her slender feet himself. "I bet we got lots more in common!"

It took the girl longer to steady herself again, even with him as a crutch. The two of them hobbled to the other side of the room where Billy wheeled out a small computer chair before hopping on his bed. Trying to mimic his maneuver, she situated herself in front of the chair and leaned backwards until she was slumped over it. There she sat, spinning around in circles for awhile (at least a dozen rotations) before Billy put an end to it.

Being opposite each other again reminded him just how little he knew of this person. After all, she had yet to say anything meaningful. He coughed and pretended to soften up his pillow. Even when looking away he could still sense those green eyes.

"So…you don't know anything 'bout yourself? Your name? Your home?"

"Billy, Endsville, Jawbreaker." She replied confidently, nodding her head to each word.

Billy coughed again. "Um, I guess I have to name you then. Well, you look a lot like Mandy, so how about Mandy!" He declared, but then changed his mind, "No wait, we can't have two Mandys. So…what about Mandy…spelled with an 'i'!"

"Mandy…"

"Hello, I said _spelled with an i_!" He scoffed.

"Mandi…" The girl murmured softly, confused about what she was supposed to be correcting.

Billy stretched his back and tossed off his hat. "Yep Mandi, I have a feeling me and you are gonna be real good friends, FRIENDS THAT DON'T ABANDON EACH OTHER LIKE NO GOOD JERKHEADS!" He shouted, except the two objects of his fury were nowhere within earshot. Nevertheless, he was satisfied, and sunk into his mattress with a yawn. "It's gettin' late, Mandi. How about I sleep right here and you sleep on my urine soaked rug!"

Mandi didn't respond, and her eyes widened. Not because she was offended but because she simply didn't understand the concept of sleep.

Billy misinterpreted her expression and spoke hastily to soothe what he perceived as hurt feelings, "I mean _you _can sleep in my bed, and _I'll _sleep on the floor. I'll pretend I'm a filthy, flea-ridden mutt who you forget is there every morning so you step on his head, it'll be fun!" Rolling out of bed, he began ecstatically rubbing his hindquarters around on the carpet, his tongue draped over his chin. "I got worms!" He proclaimed.

Mandi's legs became tangled together the moment she hauled herself out of her seat, mainly because she had become so captivated by his performance, causing her to somersault into the bed.

"Good night, Mandi." Billy whispered, curling himself into a ball.

The light shut off, and just as he was about to drift off he felt someone breathing on his face. He nearly added a fresh stain to the rug when he saw her, leaning over the edge of the bed, her nonexistent nose inches away from his.

"What wrong?" He asked groggily. "Can't fall asleep?"

"Fall…sleep."

"It's easy, just pull up the covers, put your head on the pillow and close your eyes."

She moved at a snail's pace, constantly looking over to Billy during each step to make sure she was doing everything the right the way. Only with the guidance of some hand gestures did she eventually tuck herself in. By that time the boy was snoring heavily.

Mandi lay on her back, waiting for sleep (whatever it was) to appear. Nothing happened, and she wished her odd companion would come back to life. Then she became aware of the window, and the dark sky behind it, pierced by tiny white lights. It was a sight unlike anything she could have imagined. It would be impossible to count them all, someone could spend hours doing so and not even come close to finishing. That didn't stop here from trying, though.

**Tee-hee.**

**Bet you weren't expecting that, were ya? Bet you thought this story was all about Billy hanging out with the empress. Well, you were wrong, DEAD WRONG!!! Oh yes my friends, it's frogman original character time.**

**I don't know if this is a good idea or a bad idea. Whether it will kill or add to this story. Whether or not I'll regret doing it. Really, I don't care if it's a bad decision. This is exactly how it was planned out from the very beginning. So…whatever.**

**As to EndsVille's review, I couldn't agree more. I've always wanted to stay as true to the show as possible and make it seem like an actual episode to the best of my (limited) abilities, but it's funny that you submitted that review right before this chapter. Not that the story is necessarily going to get all 'emotional', but I think the tone of it all will begin to shift at this point, though perhaps only gradually. So, I laughed when I read that, and sobbed. There was much sobbing. Goddamn irony.**

**I guess that's it. I know the last paragraph is kinda lame, but I had to end somewhere. Meh. Thanks for reading.**

**BIBLY LIVES! **


	8. Sunny Afternoon

**Alrights, you guys seemed to have had a positive reaction to Mandi, so far so good. Really, I can't say how much easier that makes things for me. Even if you're skeptical about the change of events, as long as you're still mildly interested then everything is going fine. Bare with me people, this story actually does have a plot. Hopefully.**

Chapter 8: Sunny Afternoon

(wanted: a better chapter title)

Perhaps it was impossible for a machine to be nervous, but as the Mandy robot moved higher up into the palace towards the empress' bedroom it couldn't avoid some feeling of anxiety. The room was seldom visited by anyone other than the leader herself, and even imperial guards were only permitted to have business there under the most critical circumstances.

For a machine with enhanced vision it was easy navigating through the dim corridors, though it would have liked the trip to have taken much longer. Already it was at the passage to the royal chambers, adorned with the empire's universal coat of arms. It moved its fist tentatively towards the entrance, then knocked rather lightly, as if uncertain of its decision.

No response came from Mandy herself, only the sound of steel locks detaching themselves, then the automatic release of the doors. The empress' room was actually very large, but there was no way of telling since it was just as dark as the outside hallway and there was no sunlight to filter through the only window. The empress was facing the other way, looking up into the blank twilight. Had the robot not know better, it could have mistaken her bulky figure for a piece of furniture, such as the synthetic cocoon that hung from the ceiling and served as her bed.

"What do you have to say, that is so important that it justifies disturbing my thoughts?" Mandy asked sharply, still without turning around.

"Your holiness, I bring bad news." The sentinel stated promptly.

"Go on."

"It seems that your guest has...disappeared."

The empress' breathing became heavier, but she kept her poise. "Is that all?"

The machine brought its legs closer together and stood as tall as possible. "No." It answered. "The maintenance robots say they last saw him inside the tower."

Mandy swung around with intensity, then slowly and without a word her shoulders dropped and she went back to her original position.

Through the silence the sentry stepped forward. "Should I organize a search party?" It inquired.

After a time the empress shook her head. "No. No one is to do anything, do you understand?" She spoke earnestly.

"Yes, empress." The robot answered. The empress' word was law, even if it wasn't always fully understood.

"Then leave me."

The sentry bowed and left swiftly. The empress crossed her hands around the back of her torso and returned to her view of the night sky.

* * *

It was still early, though the morning light had long since seeped into Billy's bedroom. The boy lay stretched out on his back, lost in his dreams. 

"Yes Mr. Barneskavichington, I likes my marmosets shaken, not stirred." He mumbled between each fit of snoring.

A pigeon slammed into the window, and he woke with a start. After wiping most of the slobber off his shirt and rubbing his eyes, he reached for his alarm clock from the nightstand.

"HOLY CRUD, I'M LATE FOR SCHOOL!!!" He shouted, leaping up. At the same time, Mandi scampered out of bed and the two crashed into each other. She never did fall asleep and had been waiting eagerly for Billy to make any kind of movement at all so she could get up herself.

"Late...school?"

"Yeah, it's where I goes to get told I'll be a no-good failure in life!" He explained in a hurry, darting around the room to pick up the pieces of his uniform. Mandi tried to follow him as he headed out the door, but he kept her back. "You can't come with me Mandi, you have to stay right here." She persisted, clinging to him until he reached for the door knob. "Don't worry, I won't be too long." He promised.

Mandi kept moving and collided hard with the wooden barrier that now separated her from Billy. She reeled backwards across the room, but felt no pain. He was gone; she would have to survive without him. For a few hours at any rate.

It couldn't be that bad, besides, now she had a chance to explore her surroundings. It was a strange place, cluttered with junk and vibrant with colors that weren't exactly easy on the eyes. Nevertheless, she found many of these unusual things intriguing, especially the collection of shiny contraptions on top of the bureau. She couldn't resist touching one of them.

Immediately one of the toys squawked, "Full on friendship!", and with a scream Mandi scrunched up on the floor. Only after the danger passed did she expose herself; then, after seeing her plastic adversary sitting next to her, gave it a swift kick and sent it soaring into the wall. It uttered one more round of 'full on friendship' before cracking in half.

A picture of Billy had also fallen off the dresser, and she looked down at it. She had little idea of who this boy was or why he had taken her into his home. There was nothing evidently remarkable or heroic about him--he was practically a stranger, yet she trusted him with her life. He was the only person she could trust. How could she wait any longer for him?

Mandi glided on her stomach (she still wasn't very confident in her walking ability) towards her objective: the window. Unfortunately she only got as far as the bed, where a patch of sunlight stood in her path. Billy had said it was harmless, but even that couldn't shake her phobia. She hated the way it streamed freely through ever crevice in the house, the way it felt on her skin. The darkness below the bed was the only place it couldn't pierce, and she decided to wait for Billy there with the clusters of dust. So much for her daring escape plan.

She didn't really feel like exploring anyway.

* * *

"I'm home!!!" Billy announced, relieved that he no longer had to lug around his overstuffed backpack. "Geez, that is the _last_ time I bring in anthrax for show and tell." 

The girl was nowhere to be seen, but a small sneeze from underneath the mattress gave away her hiding spot.

"What ya doin' down there?" He asked, fixing her dusty headband as he drew her out.

"Sun..." She answered before sneezing again.

"I told you not to be afraid of that, besides we're goin' somewhere fun." He said, taking hold of her hand. She wasn't quite convinced, so he took out a pink umbrella and opened it above her head. That relaxed her, and she went into the hallway with him, though without any hurry.

The streets of Endsville were always crowded. Businessmen, shoppers, school children, all walking to and fro, in and out of buildings--Mandi had never seen so many people. Their incessant, mingled chatter was unbearable to listen to, and she would have covered her ears had her hands been free. She avoided their passing glances, concentrating only on the slabs of sidewalk in front of her. But however uneasy she felt, there was also a feeling of security standing next to Billy in the cool shadow of whatever it was he had brought with them.

The boy stopped in front of an old-fashioned diner. "Here's the place!" He exclaimed, leading her inside. "Everybody knows me here, just watch: Hey everybody, Billy's back!" Not a single head turned around, and he cleared his throat with embarrassment. "Well...anyways, let's find some seats."

They sat across from each other next to one of the windowpanes, Mandi still with the umbrella gripped tightly in her fists. It was a little out of the ordinary, especially on a cloudless day, but no one else in the restaurant really cared to notice.

"Hey, can we get the death by ice scream special over here!?" Billy called to one of the waitresses. "And don't be stingy on the melted butter and coffee grounds!"

The waitress rolled her eyes. "It's that ugly kid again!" She shouted in the direction of the cook's kitchen. "You know, the one who likes to eat all the leftovers and garbage? The little idiot's come back for more!"

"See, I know to how to get things done around here." Billy said smugly as he cracked his fingers. Mandi blinked.

It was a long wait before the food arrived, and when it did, the platter it was served on nearly took up the entire table. Swirls of ice cream coated the top, but it appeared that everything else found lying around the kitchen, edible or inedible, had been piled underneath. Tin can lids and sparklers jutted out from the pools of caramel together with the discarded remains of the past week's lunch specials.

As Mandi gawked, Billy submerged his head into the frozen chocolate, moving through it in one bite before digging into 'the good stuff'. "What's the matter, don't like dirty ice cream?" He asked, a pair of chicken feet protruding out his cheeks. "Go ahead, try some!"

Hesitant, she took a scoop of the reeking slush and smeared it over her face until it was just as filthy as his.

"That's not how you do it! Here, take this cherry."

She pinched the tiny fruit between her fingers, hanging on to his every word.

"Now just put it in your mouth and eat it!"

Mandi flicked the red sphere onto her tongue and began to chew. A drop of the tart juice trickled from her lips, which were already smiling.

"See, I tolds ya it was good!"

"Good."

Billy went back to stuffing himself, this time with Mandi (his young apprentice in the ways of disgusting food) joining in. Her eating grew faster with each helping, every mouthful of food larger than the last until she was rivaling even Billy's intake. Sugar packets, salt shakers, napkins, and anything else in her range was guzzled down in an impressive display of gluttony.

"Whoa, you eat napkins?" Billy marveled. "I thought I was the only one who did that!" Not wanting to be outdone at his own game, he puffed himself up and let out a glass shattering belch.

Mandi swallowed quickly and tried to imitate inflating herself up, straining her neck and turning her skin dark blue. Just when it seemed her lungs would burst, she was successful, though her release was quieter and much less destructive.

Billy gave a nod of approval before falling into hysterics. For the girl, what started out as hiccup-like spasms soon became a low giggle, then the sound of gentle laughter. It was the first time he had heard anything like it, someone was actually laughing with him and not at him. Mandy never laughed, after all.

Customers who had first ignored the two children were now becoming irritated by the progressively louder sound of burping and giggling. "Will somebody make those little freaks shut the hell up!?" Yelled some random jerk-off.

But neither of them heard anything, and they wouldn't have cared anyway. It didn't matter what they had to say. Even after being warned, and eventually thrown outside onto the pavement they kept laughing.

Mandi wasn't even bothered by the sun.

**This is one of the more 'laid back/really not much evident point' chapters, I guess. There will be a few of these, you know, for character development and all that. It may seem like it has nothing to do with the story, but I think it's necessary to have these kinds of chapters, they slow down the story for a while before things heat up again. Not every chapter can be action packed and dramatic, I'm not a machine!**

**EndsVille- It might have been abrupt how the story changed, but it had to happen sometime. I think Billy wandering around the palace alone for a few more chapters would have been much worse. I'm glad Mandi intrigues you, and yeah, what was she doing in that tower? I could tell you, actually I could summarize the rest of the story and its ending in a paragraph or two, but of course I won't. Many thanks.**

**KKBS (whoa, that is easier to write)--Yeah, the little guy has issues, but that's what makes him so great. Hmm, exploding Mandi. Kind of a funny thought. Ha, ha, ha...ha. Okay, it wasn't too funny. Thank you, kind author.**

**And to everyone else who wanted to know more about Mandi or see the reactions to her from other characters...well, that won't happen any time soon. We gots lots more story to go (it never stops!)**

**And no, Bibly doesn't live. The _real_ question is, was it ever alive to begin with. Oooooooooooo, think about it.**


	9. Fun and Games

**Mmmmmmmm, another 'laid-back' chapter. So tasty...**

Chapter 9: Fun and Games

(is it just me, or are my chapter titles becoming progressively lamer?)

For Mandi, navigating through the throngs of pedestrians was becoming easier, though Billy always led the way. The things she still distrusted however, were the vehicles that drove too noisily and speedily through the streets, leaving behind a thick smoke that stung her eyes. To her dismay, Billy made a sharp turn right into the path one of these smog machines without any warning, and it took a quick reaction to grab his shirt and yank him back to the curb.

He jerked his head back like he had just been rudely mishandled, then nodded to let her know he understood. "Oh, I gets it. You're one of those extra-safe peoples who only cross the street when the signs say so."

As soon as the 'don't walk' sign switched off, Billy hopped up and strode across the pavement while Mandi lagged behind, staring down one of the automobiles with as much hostility as she could muster. The machine appeared unfazed as it gave off another puff of exhaust, and the girl lowered her head the rest of the way to the sidewalk, defeated.

"Your way _is_ better, I didn't get run-over at all!" Billy exclaimed, patting her shoulder. "I don't know what I'd do without ya, Mandi."

Endsville park was just up ahead: a garden oasis of trees, flowers, and green grass surrounded by the cityscape. Mandi couldn't fathom how such tranquility could exist right in the middle of such a hectic environment. All around her was green, not the drab, lifeless hew of metal or concrete. Even the ground, a soft cushion under her feet, felt like it was alive. The clatter from the streets was gone, and in its place was the chirping and singing of animals she had never heard before. She no longer had to breathe noxious fumes either--the air had become cool and crisp.

Close by there was a small pond where a flock of ducklings was being fed. She found it amusing how much smaller these creatures were than her, and stood in wonder of their ability to float on top of the of water. One them was drifting away from the others, bobbing up and down on even the smallest ripple. Mandi knelt down on the sandy shore, beckoning it to come closer.

"GERONIMO!" Billy shouted, diving into the water. He landed on his stomach, making a splash that could have emptied the entire pond. Swatting the yellow balls of fluff out of his way, he began gulping down the soggy pieces of bread that had been tossed out, all while the furious mother duck swam up to face him. "Hey, this is my foods ya stupid turkey!" He taunted, only to be bitten in the face. The mother's example was followed by her dozen or so children, and within no time Billy was fighting to keep himself above the surface.

"HELP, THESE WATER CHICKENS ARE CRAZY!!! SAVE ME, MANDI!!!"

Though worried for his safety, the girl couldn't dare herself to wade into the inky pool, and stood like a spectator, unable to help. It really was startling how quickly serenity had turned to strange and unsettling violence.

The struggle was brief, and after nearly drowning at least once, Billy limped onto the shore, covered with scars and mud, but triumphant, at least in his mind. "Just like the saying goes: if you punch a chicken in neck, it'll let go of your sensitive place!" He said with bravado, pulling a fish out of his pants. Mandi wasn't sure if she was supposed to feel impressed or something else entirely.

"That was fun and all, but it's time to go home now." He announced, walking down the path as if nothing had happened.

She decided to feel impressed.

* * *

"Can you keep a secret, Mandi?" Billy asked suddenly, just as they were about to reach his house. 

"Secret..."

"Goods, 'cause this is something I've never shown to anybody." He whispered, checking to make sure they were both completely alone. There was a protruding tuft of grass on the front lawn that came up easily when he yanked at it, and under that strip of turf was a shoebox with a mallet hidden inside. "You wanna see the coolest game ever?"

Mandi smiled, which Billy had come to assume meant 'yes'. Glad to have an audience, he cracked his fingers, stretched his arms and back, then whacked himself between the eyes with the hammer not once, but three consecutive times.

"Here...your turn." He said a little woozily, a droplet of blood streaming from his nostril.

Incredibly, she was able to hold the heavy mallet with only one hand, unlike Billy who always needed to use both just to lift it up. Steadying it directly in front of herself, she straightened her arms and swung into her forehead, repeating the process again and again. The amount of force she was inflicting on herself could have shattered even Billy's thick cranium, yet she kept at it, hitting faster and harder, her grin showing that she was actually enjoying the self-inflicted punishment. The next whack, however, was one too many, and the wooden tool splintered to pieces. Mandi stared at the broken handle, then at Billy, her watery eyes pleading with him for forgiveness.

The boy couldn't have cared any less. "You don't even gots a scratch or a missing tooth!" He exclaimed, still stunned that her face hadn't fallen off. "You're much better at this game than I am!" His face brightened, and he grabbed hold of her hand. "But I know something that's even funner!"

The girl let herself be steered into the house, her shoes scraping across the ground. Once they were just outside the living room, Billy came to a halt, then brought her down next to him behind an armchair. He put his finger over his lips and pointed towards the couch, where the Grim Reaper sat.

Even when lounging, death was still a petrifying figure, and the air in Mandi's lungs emptied in one breath as she shrank backwards.

"Don't be afraid of Grim, he's just the skeletal incarnate of death is all." Billy whispered, taking out a red handkerchief. "Here, watch dis." Moving on the tips of his toes, he slinked around behind the couch without being seen by the reaper, who was too busy trying to fix the remote control. "Guess who!" He shouted, nearly scaring the skeleton out his robe. Before he could turn around, the bandana was wrapped around his eye sockets and his head was twisted off.

"Hey, what happened to me eyes? What're up to, Billy?!"

"We're gonna play reaper hackey sack!" Billy exclaimed, kicking the skull into Mandi's hands.

"Is that you, Mandy? Come where I can see you!"

Seeing the skull's jawbones move up and down was too much for her, and after throwing it to the floor she climbed up on top of one the chairs to distance herself from it as much as possible.

"Billy, if I had me scythe I'd cut off that pig snout of yours and force Mandy to eat it! Do you hear me!?

"I guess you've never played before. I'll show you." Billy said, making sure to pick up the irritated head before he helped Mandi down. "Ya just kick it up and down with your foot, then send it back to me!"

Once again she flinched when the head came her way, except this time lifted up one leg and caught it. Though still cringing, she kept it balanced on her heel, which wasn't easy because it was trying to bite at her socks. With one light tap she sent it back to Billy.

"I'll poison you all while you sleep! I'LL EAT OUT YOUR KIDNEYS!!! I SWEAR!!!"

Their little game of pitch and catch went on despite Grim's death threats. Billy was amazed at how quick a learner Mandi was--seconds before she couldn't even keep the 'hackey sack' up, and yet now she was bouncing it between both feet, off her head, and performing other tricks he didn't know existed. Unfortunately, she was getting a little too hyper; her moves becoming faster and more complicated each time she had possession of the reaper's head until, instead of just passing it back she punted it through the front window.

Through the sound of shattering glass, Billy's mom's voice boomed from the kitchen, "Billy, you and Grim better not be playing in the house again!"

"RUN!!!" Billy shouted, the two of them hurrying madly up the stairs to his room. Once safely behind the locked door, they both collapsed, gasping for air. "I'd say that was a pro-duc-ta-tive afternoon." He panted, sounding out the 'difficult' word in the sentence.

They both looked up at each other and laughed, but Billy's grin faded quickly when saw the pile of school books and papers on his desk. "Ahhhh, I forgot to do my homeworks." He groaned, as it was already long past sunset.

"Homeworks?"

"I'm not gonna do it though, books make my eyes burn!"

"Books..." Mandi trailed off, touching the glossy cover of one of the volumes.

"You can read them if you want, cause I don't needs to." He offered, building a nest of pillows on the floor. "I'm an embarrassment to all sentient life! At least that's what everyone says..."

Billy's snores soon filled the room, but Mandi remained at the table, paging through the stacks of books, with only the pink glimmer of the nightlight keeping her out of the dark.

**Yeah, this chapter is kinda short….**

**It's amazing that it feels rushed when it took me so long to submit. There is good news: summer. So much time to write stories, and so much time to do things that I can later use as excuses for why I didn't do any writing. Good times.**

**Thanks for reading and reviewing…except the Sentry didn't review. Sniff….what did I do wrong, Sentry? I THOUGHT WE HAD SOMETHING SPECIAL!!!!**

**I hope the story alerts work this time.**


	10. First Day of School

**Woooooooooo tenth chapter...woooooooooo...**

Chapter 10: First Day of School

Something big and white landed on Billy's nose, and the way it tickled him when he inhaled it interrupted his slumber. A piece of paper with the letters of the alphabet printed on it lay plastered to his face, and there were more sheets scribbled with words and sentence fragments littered around him. He looked up at his desk, the source of this avalanche of loose leaf and squinted to see Mandi in the same spot he had last seen her, working busily on something with a pencil.

Her instrument pressed hard against the pad of paper, sketching long, dark strokes against the white backdrop--she herself so concentrated on these written characters that she didn't even realize Billy was leaning in over her. Surprised and a little flattered, he instantly recognized the lettering of his name printed at least once on every parchment spread across the desk, each one displaying the girl's development as a writer; older copies looked like little more than the squiggles a toddler would draw, while more recent editions exhibited a degree of penmanship that far exceeded the boy's own, featuring B-I-L-L-Y printed over and over again across every inch of page in ink, pencil, crayon, marker, every writing utensil in reach.

He must have said something or let out a gust of air because she had just turned around to notice him. "Did I spell it right?" She asked shyly, now that the holder of the name himself was there to critique her writing.

Billy's jaw lowered a little, but he said nothing, stunned that Mandi was no longer speaking in her usual halting, infantile manner. Her voice was just as gentle as it had ever been, but she chose her words deliberately and without the long pauses and simply repetitions he had grow accustomed to.

"Well, I don't know..." He began, "You forgot to add the giant monkey with a flaming clown head on a stick between the two l's!"

The girl's heart sank, and she looked despondently down at her rejected work.

Billy quickly realized his mistake. "I'm just kiddin'" He hurriedly explained. "It looks good, Mandi. It's gooder than good. I can't even write my name the way you do it!"

Suddenly rejuvenated by the boy's words of praise, she looked up at him with overwhelming joy. "Do you really mean that, Billy?"

He nodded--after all, it really was the truth. However, the question of her newfound ability of speech stilled remained, and he wasn't quite sure how to address it. "So...I noticed you're talking...more than usual." He said slowly, dragging out every word.

"I've been reading your books--math, English, history," She explained, flipping up the covers of every volume, "But my favorites were the science textbooks."

"Um, yeah, I love reading all that math and litertarary stuffs--complication tables, the civil world war of 1812 for American independence and Iraqi freedom, chocolate shake spears, pieology..." He stuttered, terrified of what would happen if she finally realized how mentally challenged he really was. His spewing of faux, near incoherent information would have continued had he not been struck by a precious rarity: a brilliant idea.

"Hey, why don't you come to school with me today?"

"You…want me to go to school with you?"

"Of course I do!" Billy exclaimed, already getting his clothes ready. "Besides, Mandy has been absent the last couple days, so no one will freak out!"

Mandi didn't understand. "I've been...absent?" She wondered, her eyes narrowing.

"Sorry, I keeps forgetting you guys have the same name." He apologized. "I was talking about Mean Mandy, Mandy with a y, not you. Maybe I'll tell you about _that _Mandy when we gots more time, but right nows we gotta get to school before we're late!"

All this talk about another Mandi eluded her, but the thought of going to class with Billy pushed everything else out of her mind. "At school will they teach me how to become an embarrassment to all sentient life like you?"

"Yep, and lots more too. I promise, you'll be embarrassing the masses in no time!"

Mandi stood up, her face beaming. "What kind of hair should I wear to school, Billy?" She asked, running her hand through her golden locks, which hung uncombed around her head.

Billy felt a queasiness swelling in his stomach, though it differed from his usual junk food induced aches. "I liked it...the way it was before." He replied quietly, not sure why he suddenly felt so timid around her.

Incredibly, the girl heard every one of his nearly inaudible words, and without any visible exertion her curls stood on end and twisted together into the familiar shape of two blonde horns, just as they had the first time in the tower.

Billy stood embarrassed in front of the smiling girl for some time before his dulled senses returned to him. "Uh, I guess we better go." He mumbled, moving stiffly as he led her out the door.

* * *

A flock of school children was gathering at the bus stop, though every one of them wished they were still asleep in bed. Huddled close together to fend off the early morning chill, they chattered ceaselessly, shifting back and forth to ease both the boredom of this daily routine and the numbness in their toes. 

This herd of small people waddling around with overstuffed packs strapped to their backs was an odd sight, and Mandi wasn't sure what to think of it all. She stayed close to Billy, trying not to look into the myriad of faces that had been following her and her unusual outfit since they had entered the fringe of the crowd. With her hands in her pockets and her chin tucked into her neck, she felt unbelievably uncomfortable, imagining that every gossiping voice she heard was ridiculing her, and that every giggle was at her expense.

Worst of all was the chubby, bespectacled boy standing so close to her that they were nearly touching, no doubt mocking her with his smug grin, raising his eyebrows suggestively every brief moment her eyes moved in his direction.

"Hello..." She said with apprehension, hoping that if she acknowledged his presence he would go away.

"Hey Mandy, new look, huh?" He replied immediately, because he had been waiting eagerly for her to speak. "Has anyone ever told you how good you look in brown? It really brings out the green in your eyes."

"Thank...you..." The girl whispered, afraid to even move.

The desperate Casanova made his move, stepping within an inch of his prey and causally putting his arm around her shoulder. "So, the cabbage festival dance is next week, and I was thinking we'd make a beautiful couple."

Billy, who had been trying to imitate an acorn-stuffed squirrel on the other side of the road, caught sight of the situation unfolding next to him and rushed to Mandi's rescue. "Get out of here Irwin, she's not interested!" He shouted, pulling her away from her tormenter.

"Billy, I thought I told you to never bother me when I'm with a lady, yo!" Irwin growled.

"It's not Mandy, Irwin. You're wasting your times."

"Not Mandy?" Irwin snapped, folding his arms. "You've got a lot of nerve, Billy."

"We don't gots to hear this!" Billy exclaimed. "Come on, Mandi, the bus is here." Taking the girl by the arm, he and the rest of his classmates began to shuffle to the curb, leaving Irwin screaming behind them.

"You won't be able to keep Mandy to yourself forever, yo! You'll see! One day your precious companion will be ripped away from you! Right under your pink nose! And when that happens, I'll be there, Billy! I'LL BE THERE!!!"

"Don't pay any attention to Irwin, he's just a loser." Billy explained, wiping a cluster of nose hairs onto his shirt. "I feels kind of bad for him, actually."

Mandi nodded slowly, relieved that the strange encounter was over. The excitement she had felt earlier about going to school was welling up again, though this sensation ended quickly when she saw the 'bus' he had been talking about. Standing in the shadow of this shining yellow monster in the street she could feel her blood turning to ice, her thoughts turning to nothing except to run back under the bed where she had waited for the boy to come home before. But with the force of the mob behind her, escape was impossible, and with all her strength draining from her she was thrust into the black cloud that encompassed the beast and everything around it. Through the flashes of red the giant's jaws flung open to reveal not teeth, but a small flight of stairs that led directly up to a heavyset woman sitting in a leather seat.

The girl gawked at this unexpected anomaly, kids pushing her aside and filing into the bus. Through no effort of her own she was hauled inside with them, stopping in front of the woman who had somehow found a way to tame and control the rumbling machine.

Amazed and without knowing what else to say, she introduced herself, "My name's Mandi and today is my first day of school."

The bus driver snorted and spit into a jar on the floor. "That's wonderful, sweetheart." She replied, her voice hoarse from years of smoking. "Now stop talking to me and get your pretty little behind into one of those seats."

These words were like a slap in the face, nothing like Billy's, which seemed able to lift her spirits even from the deepest fear or depression. He had nothing to say however, and she crawled into one of the seats next to him, feeling more embarrassed and pitiful than she could remember. The bus was simply too small, there were too many people crammed in around her, and the noise they were making was unbearable. Dodging paper balls and airplanes above her head (which may or may not have been aimed at her), she felt the suffocating grip of claustrophobia seize her. The vehicle started with a jolt, quickly picking up speed along the road, and with her face deep in her friend's shoulder she wished she would just melt into the floor and disappear.

Out of the countless conversations going on around her, Mandi could hear the bitter voice of another young girl only a few feet away, and realized these antagonizing words were apparently intended for her and Billy.

"Hey losers." The snotty redhead called again, closing in on her targets.

"Hi Mindy!" Billy replied, as if 'hey losers' were some kind of greeting. His cheerfulness was clearly not genuine, only a programmed response, and the blonde noticed how he began to sink into the back of his seat.

"I'm surprised you've decided to show your hideous face at school again, Mandy." Mindy chided, relishing the attention she was getting from her peers. "If I looked like you, I would have stayed absent forever. What is that you're wearing anyway, an old bear suit? And what's with your eyes? Contact lenses won't make _you _look pretty, Mandy, they'll just make everyone else look better."

This got a few laughs, and Mandi could feel her face grow hot. Billy's kindness was the only thing she was accustomed to, and in the face of this hostility she felt defenseless. The bus was quiet--_now _everyone was looking at her. She turned to Billy for help, but the boy sat still, his cap covering most of his face. He wasn't going to save her this time.

"So Mandy, what do you have to say?"

"I...don't know who you are..." The girl whispered, her body going limp.

"Don't play dumb, Mandy, that's monkey boy's job." Mindy scoffed, starting to leave. She looked back like she had something more to say, then raised her nose with an air of superiority and sat down.

Within no time, the students were animated again, blathering to each other--all except for the boy and girl sitting miserably in the front row.

* * *

Endsville elementary school loomed above the top of the hill, but by that time it was the last thing Mandi wanted to see, the sting from her altercation with the redhead still lingering. Billy, on the other hand, must have completely forgot about it--drumming against his legs as if everything was going fine so far. How he was able to let those kinds of things roll off his back was incomprehensible to the young blonde. 

"What did we do wrong to make that girl so angry?" She wondered, disrupting Billy's rhythm.

"Nuthin', she's just like that." He answered, and went back to hitting himself.

"But how can people be like that all the time?" Mandi half choked, becoming more and more distressed. "How can someone treat another person like that? I don't understand…"

"You gotta be way less sensitive, stuffs like that can't get to you, or you'd never last a day in schools."

"HEY BILLY, YOU SUCK!!!" Taunted someone from the other end of the sidewalk.

"Ya see?" Billy exclaimed, waving to his verbal assailent. "None of that bothers me at all!"

Mandi couldn't accept that. That couldn't be the way things were supposed to work. Why would someone act so cruelly on their own freewill? Why couldn't everybody be more like Billy? As she became absorbed in her thoughts, a short but muscular boy, whose build resembled that of a tree stump, marched into their path.

"You stiffed me on your lunch money yesterday, punk!" Stumpy growled, launching Billy to the pavement with one move of his swollen fist.

"Thanks Sperg, I was getting tired of all those baby teeth anyway." The weakling mumbled, coiling up like a beaten animal.

"Good, then let me be of further service!" Sperg sneered, cracking his fingers in preperation for another walloping. Just as his knuckles were about to collide with the face of their victim, something with the force of a brick wall held them back. "What is this?"

Mandi, unable to stand any more humilation of her only friend, had absorbed the devastating punch with her palm and was single-handedly keeping the hated bully's arm locked in place, much to the amazement of Billy and all the students nearby. Sperg let out an agonized scream as the frail little girl snapped his bones backwards before lifting him off the ground with unforeseen strength and hurling him into a parked car.

The screaming ball of fat and muscle struck the windshield, shoving the entire vehicle down the slope where it bump into another. What followed was a domino effect, with every car along the street being displaced and sent into lawns, driveways, even through front porches.

A police cruiser by the school building watched the destructive path of screeching metal rolling down to its location, and its sirens sounded just before a blue mailbox shattered the front bumper. Mandi stared blankly at the blinking red and blue object coming in closer, and had to be ripped away by Billy, who heaved her into a row of bushes.

"I…didn't mean to Billy, I…" Mandi stammered, breathing heavily. "Do you think I hurt anyone?"

"I'm sure everyone is fine." Billy replied, not really caring about Sperg's well-being. He could hear the cruiser about to pass by, and held Mandi to the ground until the droning alarm became fainter.

"What are we going to do now?"

"Well…it's not safe for you here anymores." He said slowly, rubbing his head.

"What will they do to us if we're caught?

Billy said nothing, plucking up clumps of grass and replanting them. The crystal ball fell from his pocket, and the sight of it reminded him of the empress.

"Do you remember where I first found you, Mandi?"

"Yes…" She answered, even though she had tried to rid herself of the memory of that bleak, deserted place.

"There's this lady there, named the empress. She kinda looks like you, and I think she might be your moms or somethin."

The girl looked taken aback, "My mother?"

"Yeah. Maybe if I took you there to see her she'd protect you…since I couldn't."

Mandi let the boy's words soak in before speaking, "But I don't want to leave. I want to stay here in Endsville with you."

Billy would have smiled had they been under happier and less urgent circumstances. "Don't worrys, I'll come with you, but you can't stay here." He said firmly--this wasn't the time to be stupid.

More than anything the girl wanted to stay, but she gave a melancholy nod and moved closer to the glass orb. Before she could realize it, Endsville was far behind them.

**Okay, Mandi _hates _automobiles, in case the past couple chapters haven't made that clear.**

**Long chapter, took a long time, no excuses, etc. etc., what the hell is wrong with you?, etc. etc…**

**Anyways sorry for the wait, but it is summer now, so let's hope things take a turn for the better (they will). So, summer's here, chapter 10 is done, the Billy and Mandy movie is coming soon, and the Sentry _does _care. Things are looking pretty good.**

**Though I kind of preferred 'dumb Mandi'. I found writing her dialogue to be somewhat easier.**


	11. In Good Company

**Back to the future™…**

Chapter 11: In Good Company

It was as if they had fallen into a pool of freezing water. Snow beat down relentlessly, obliterating all sight and sound. Pieces of ice stung their bare skin, the wind that carried the jagged particles whipping up around them. They tried to find something to hold on to in this whiteout, but it was only a waste of effort and body heat.

Nearly encased with ice, they urged themselves forward through the thick barrier of falling snow in an effort to find some protection, but in the relentless weather any sense of direction was impossible, and soon they searched through the cold just to find each other.

Bitten by frost, Mandi's body wilted and she collapsed, leaving her fate to the blizzard. She had lost Billy. He was gone, she had let him get away from her--that feeling alone was colder than anything a storm could bring. Without him, she didn't care that her body was already fusing with the frozen ground. This would be her final resting place, she had no doubt, and she closed her eyes, unaware that the boy was sitting hunched up right next to her, feeling just as grief-stricken for his own loss.

Out of the gray night came two cloaked figures equal in height, each with one arm folded tightly over the other. Their appearance meant little to the girl, who was hardly breathing, and the adhesiveness of her skin on the ice was the only thing that gave them trouble in lifting her up. Billy was more resistant, clawing in vain at the phantom intruders trying to separate him from his dearest companion, however he was also subdued and taken away.

The chill had pierced the bodies of the two hostages to such an extent that they had little notion of how much time had passed before their carriers stopped moving. Immediately the floor began to sink downwards, the air strangely becoming warmer and softer, reviving them from their near lifeless state. As they continued to drift downward, the artic twilight slowly melted away, until to their bewilderment they stood in the middle of a homely apartment.

From the looks of it there was only one room, round in shape and void of any square curves or corners. Fanciful but uncomfortable looking couches twisted around one half of the circular dwelling, but other than that the rest was empty space, all except for a small kitchen area cluttered with peculiar culinary machines and appliances.

Cube shaped lamps gave the interior a faint purple tint, though not enough to cut through the dimness entirely. These cubes threw off both light and heat, a combination that brought a hazy, almost intoxicating sensation that was hard to resist. Billy and Mandi could have fallen asleep where they stood if it weren't for the sets of hands driving them forward and the presence of the empress' portrait glaring down ominously from the ceiling, watching everything.

The hooded duo marched to the center of the room, staying there awhile to examine the detainees behind the cover of their black garments. It came as jolt to the petrified children when one of them spoke in a kindly, subdued voice.

"Please, don't be alarmed. There is no reason you should be frightened."

"Yes, no reason to be frightened." Echoed the second one in a voice that was undeniably female, draping a pair of wooly blankets over the two of them. "The important thing is that you're out of that dreadful storm."

Both black veils fell to the floor, replaced by the lively faces of a middle-aged couple.

"Forgive our manners." Said the silver haired man. "I am Disciple Forty, and this is my partner, Disciple Twenty."

"Please, sit down. You dears must be exhausted." Twenty cut in, gesturing towards to round table with four cushioned stools.

Billy and Mandi looked at each other, then back at the man and woman who were apparently content with the fact that neither of them had a real name. They were smiling broadly, they had been since their hoods had disappeared. Even when talking they maintained their grinning faces, shooting their words between their teeth. Unable to refuse an offer from such excessively happy people, the blonde and her friend took their seats.

As if on cue, Disciple Forty dashed into the kitchen, where he began opening and closing compartment after compartment before selecting two steel thermoses and handing them to his guests.

"Drink it, it will help warm you up." Twenty stated promptly. "Do not worry, it won't hurt you."

Wisps of steam drifted up from the chalky liquid inside the containers, which had the same rich aroma as hot chocolate. Once more unable to say no to their overwhelmingly cheerful hosts, Billy and Mandi brought their faces to the rim of the mugs, inhaling the thick, sweet vapors into their lungs first, then hesitantly taking a small sip. Soothing liquid warmth coursed through them, erasing the last remnants of deadening chilliness and resting comfortably at the bottom of their stomachs. Absorbing the tonic as if it alone sustained life, they lowered their cups for a gulp of air only after every last drop had been emptied.

"My, you two must have been thirsty." Disciple Twenty exclaimed, gathering the cups from her satisfied visitors. "But if you don't mind me asking, what names should we call you by?"

"I'ms Billy and this is Mandi." The boy replied, still trying to savor what was left of the syrupy taste in his mouth.

"Mandi?" The woman gasped. "What a gorgeous, lovely name to go along with such a gorgeous, lovely creature."

"Beautiful, yes, and obviously gifted to have been bestowed with the name of our holy empress." Forty added, bowing his head at the simple mention of their leader.

"Praise be to Empress Mandy, perfect and all-powerful, for now and for all time!" Twenty cried, hoisting her arms up at Mandy's likeness with tears in her eyes.

"We dedicated our inferior souls to your glorious will, empress, you who are without fault, and whose authority encompasses all things!" The other disciple roared, the whole of his spine bristling at the sound of his passionate words.

"I loves you too, ceiling!" Billy shouted cluelessly.

Mandi watched the disciples'zealous outbursts with reserved fascination, torn between concern for their sanity and pride in her apparent mother's fanatic popularity. She had an endless amount of questions for the couple--about themselves, their home, and the empress, but she waited for their religious fervor to subside some before voicing the first one.

"Where exactly are we right now?"

"Why, you're one of the many residents in the empress' city, the center of the greatest, most sophisticated empire the world has ever seen!" Twenty replied matter-of-factely.

"Does everyone live in the city?"

"No, not at all." She answered, her jovial spirit drifting away. "Only the true, obedient servants of the empress live here, the others…the disgraceful, wicked, traitorous demons are sent to work in the cinnamon mines, enslaved miles under the ground--where they belong."

The conversation was taking a more somber tone on a very unpleasant subject, yet Mandi ventured even further, "What did you and Disciple Forty do to avoid being sent to the cima-min, sima-men, cinnamint……the mines?"

"Let's leave that for another time, child." Twenty whispered, her face dominated once more by two broad rows of gleaming teeth. "Now! Enough about us, tell us more about yourself, Mandi. Surely you have business to be here, correct? You couldn't have just fallen from the sky, could you?"

"We came here to see the empress." Mandi blurted out, regretting doing so before the last word left her lips. She glanced apologetically over to Billy, who didn't appear the least bit agitated and made no attempt to contradict her answer. He certaintly wasn't an expert on what was appropriate or inappropriate to say in a certain situation.

The disciples were silent, allowing the significance of the young blonde's reply to fully soak in.

"You wish to seek counsel with Mandy the merciful, superior in all things?" Forty murmured, unable to remember hearing such a bold statement from anyone he had ever known. "That's quite a wish, child. So few have been privileged enough to look upon the empress with their own eyes."

"To look upon her and her divine form, to look into the very eyes of the almighty!"

"We lift your name to the highest pedestal, empress, so that your immeasurable dominance may be worshipped by all mankind!"

These eruptions continued long into the night, dying down at times only to emerge again louder and even more outrageous. The spectacle had the children hypnotized; either that or it was something in the air. They giggled mindlessly with every prayer uttered, even joining in themselves (Billy still directing his prayers to the 'holy ceiling'). Occasionally the couple would calm themselves enough to answer one of Mandi's questions, always speaking solely to the girl. They were infatuated with her, so much so that they disregarded Billy's presence entirely.

Still, the girl had one last question, the most the important one. One that would have unknown consequences if asked. Once her host's spiritual tirade at last appeared to be nearing its close, she spoke, her voice cracking with tension.

"Mister and Missus, uh, Disciple, we were wondering if maybe you'd be able to take us to…the empress."

There was a pause from the disciples. Beaming affectionately down at Mandi, they nodded to each other.

"Very well." Forty agreed, raising his hand up as one last gesture to their idol. "But you look exhausted, child. We'll show you to your bed."

Bed. It had been early morning back in Endsville, but the thought of pillows and a soft mattress was alluring, even to Mandi, who had yet to find suitable purpose for such things.

On one side of the lengthy living room sofa was a small handle, which when pulled exposed a extra section of cushioning and an overstuffed comforter. The children, carried over on the shoulders of the man and woman, were lowered down gently into this newly formed nest and tucked in, all while the boxy fluorescent lanterns faded to a pale violent, becoming more like giant nightlights then anything else.

"Good night, we promise to take you two to the empress in the morning." Twenty assured them after kissing Mandi lightly on the forehead.

The penthouse must have been larger than it appeared, because the disciples had vanished, undoubtedly through some doorway camouflaged against the walls. Through the windows above them, Billy and Mandi could see the snowstorm still raging over the city, a picturesque sight as long as they were no longer stranded in the thick of it.

"Billy, did you know my mother?" Mandi asked, her eyes following the snowflakes melting against the glass, almost too small to see.

"Yup, we were bestest friends forever."

"What was she really like?"

The boy grinned, remembering past days like they had happened eons ago. "Well, ya know, she'd follow me around all the time, tryin' to be cools like me. Sometimes she'd get on my nerves, crampin' my styles…" He rolled over to her, even beginning to convince himself that his delusions were true. "But most of the time, she was a pretty good friend. She was always polite and caring, and she'd always bake me pies and rubs my belly and…oh yeah! Rubs my belly some more, and brush my fur, and tickle my nostrils whenever I felt sad, and rubs ma feets, and clean up my axy-dents…." Nuzzling into the cushion, he gave a long sigh. "Yep, she was a nice girl. A lot like you, Mandi."

Mandi believed every sentence, every single babbled word. She peered over the tangle of skyscrapers, wondering if her mother lived in one of the ghostly structures and trying to imagine what she might look like.

Soon, Billy was knocked out and drooling on top of his pillow. Resting on her side, she stared at him, not sure if it were even possible to thank him for all that he'd done for her. As she mediated on this, the room became smaller and darker, until it was all just an empty nothingness. For the first time, sleep had paid Mandi a visit.

**Meh. **

**Lots o' dialogue for this one. I guess that's no bad thing. Not a lot of humor, but it's not like I have my own big book of froggy jokes that I can refer to whenever I want (though that would be awesome). I can't please you people all da time! Oh, and as for Billy in that one part where they're sitting at the table--he's a bit on the quiet side, I know, so let's just says he's 'maintaining' his nose the whole time, looking at his feet…maybe a lil' speck on the wall, not paying any attention to what's going on. And I guess the "eons ago" part towards the end actually makes sense, since technically it has been eons. Time travel is weird. **

**Well, thanks for reading and all dat stuffs.**


	12. Innocence is Easily Deceived

**As much as I wanted to stop at chapter 11, we're movin' on. **

Chapter 12: Innocence is Easily Deceived

"Wake up, darling, the sky will be red soon." Were the words murmured into Mandi's ears, breaking the spell of slumber.

She rose dizzily, forgetting where she was and why. Her last thoughts had been on her mother, everything since then was lost to her memory. Panic stricken, she squinted at the hazy figure of the woman who had just revived her, then up into the face of the empress' iconic representation. Suddenly, she remembered everything.

"Please move quickly, we'll be leaving soon." The Twentieth disciple announced hurriedly before slipping out of sight.

Mandi shuffled noiselessly over to Billy's side of the mattress, beginning to lightly tap him on the side of his tender nose. "Billy, they want us to get up." She whispered.

"I've never seen those bushbabies before in my life, Mrs. Butterbean, I don't know hows they got into my pants, honest!" He screamed, spewing pillow feathers everywhere. "Oh, it's just you, Mandi."

"Hurry now, we mustn't be late." Disciple Forty pleaded, seemingly appearing from out of a shadowy corner. "It would be disastrous to keep the empress waiting."

"Um, Mr. and Mrs. Dasipples, in the middle of the night we gots attacked by a gang of ice cube bandits, so if the sheets are all soggy and wet it's 'cause of them." Billy explained, reenacting the incident with his hands. "No worries though, I fought em off with Mandi's coat."

It was an unconvincing explanation, but there were more important matters to attend to, and it went ignored; although Mandi had been curious about the damp consistency of her sleeves. Unfortunately, she had no time to wash up because the disciples were already directing them to the far side of the room. Billy let a piteous whine as they were rushed past the kitchen, devastated that they weren't going to have any breakfast or another swig of steaming cocoa.

"I don't know how to thank you and your husband for everything you've done for us, Mrs. Disciple." Mandi muttered shyly, practically jogging to keep up with the woman's pace.

"Husband?" Twenty burst out, obviously amused. "You're such an innocent little thing, Mandi. But don't fret over thanking us right now, you have a meeting with a deity."

"Gather around quickly." Forty commanded, squeezing the four of them into the middle of a circle carved into the floor.

All it took was a simple flick of his hand, and they began to climb upwards on some kind of elevator, the same one that had brought them into the welcoming apartment the night before. However, all that waited for them was the ceiling, and they were being lifted right towards it. The distance between themselves and a gruesome death diminishing by the second, Billy and Mandi hid their faces, expecting the worst. Instead, the roof of the building yielded entirely to them, and what should have been a brutal crushing felt more like passing through a spray of mist.

The early morning sky above was buried beneath a dense covering of scarlet clouds, but the snowstorm had long since past, leaving behind only a cool breeze. The city was even greater than Mandi had envisioned, and for every tower she gaped disbelievingly at there was always an even taller one right behind it. It was only a matter of time before she saw it, the dominating structure guarding the entire metropolis, looking down on her and all of the world.

"That's your mom's house up there." Billy whispered, rather unnecessarily.

The palace was so close she could hear the empress calling to her, beckoning her home. She longed to follow that voice, to keep walking until she could see her mother's face, but the disciples kept her moving towards the edge of the building, where a Mandy robot waited beside a black transport ship.

"Welcome, sacred offspring of her holiness, all praise be to the empress for this day." The couple greeted in unison, releasing the children from their hold.

"Eternal praise be onto her, she who has made the sun rise this morning." The sentinel replied. "Faithful servants of her holiness, for what service have I been called for?"

Twenty bent down to the girl so that their faces met. "Mandi, would you and your attendant please wait inside the transport while we have a private conversation?" She asked, patting her on the shoulder.

"I call shotgun!" Billy shouted, leaping into the pilot's seat, or at least attempting to. He struck his head against the top of the entryway, and was subsequently clothes-lined into the back seat of the vehicle.

Mandi climbed inside after him, and after a quick inspection, assured him repeatedly that his scalp wasn't bleeding, despite his cries to the contrary. Comforting the wounded boy was not a simple task, and only when his exaggerated groans of pain quieted down did she notice that the doors had closed shut, locking them in the aircraft.

Outside, the disciples were still speaking to the unusual one-eyed person with polished silver skin. What troubled Mandi the most was that they had called it one of the empress' children. How was it that she and this creature shared the same parent?

"Billy, who are the disciples talking to?" She asked, overwhelmed by the possibility that the thing could be one of her siblings.

"That's just one of the empress' robots." He answered, wiping imaginary blood out of the creases in his forehead. "You see them a lot around here, walking around bein' all mexicanized and metallical like they're better than everyone else."

"Ro...bot?"

"Yep. That means they're made of metal and wires and potatoes chips. They don't gots no brains, or hearts or colons or nuthin'. Robots aren't people like you and me, Mandi."

Pious followers, a soaring palace, robot servants--her mother's mystique was growing to incomprehensible proportions, but soon she knew all the doubts and worries would be put to rest.

Before she was able to fully picture the empress surrounded by a herd of robotic offspring, the entrance to the cockpit flew open and the iron plated sentinel took it's position at the helm of the ship.

"Please remain secure in your seats, we will reach our objective momentarily." It declared, leaving the subject of it's discussion with the couple to the young girl's imagination.

At the start of the engine, Mandi could hardly sit still, and had to grab onto Billy's hand just to keep her balance. It took three loud crunches and an agonized yelp for her to let go and look for some other way to contain her eagerness.

Nevertheless, it instantly became apparent that something was amiss. The robot had rotated the craft around so that it faced the uninhabited outer reaches of the city, and was maneuvering away from the empress' palace. Taking a glimpse backwards, the blonde could see Twenty and Forty waving goodbye, smiles on their faces as always.

"Excuse me, but aren't you supposed to take us to the empress?" She asked, leaning in close to where the pilot's ears should have been.

"Do not ask questions, it will interfere with the transaction." It replied frigidly. "Our objective will be completed shortly."

With mounting fear, Mandi fell backwards without a word.

"Maybe we're just stopping for gas...or breakfast burritos!" Billy exclaimed, inspiring more hope for himself than his friend.

They had already dropped so far down that it was impossible to see the empress' tower above the peaks of the outer skyscrapers, so tall they appeared to cut into the heavens themselves. The ship touched down where the concrete border of civilization met an ocean of barren sand, churning up a miniature cyclone of dust in the process.

"Where are you taking us?" Mandi managed to say before the inside of her jaws filled with gravel.

"Be patient, the first phase of the operation is complete." Their escort stated lifelessly, helping the passengers out onto the scorching ground. "The second transport will arrive to collect the three of us right...now."

Just as predicted, another transport, this one the size of a tank, rolled out from the empty city streets and pulled up next to them. Another one of the empress' creations emerged from the top hatch of the machine, addressing it's comrade with a string of buzzes and rings. Anxious to escape the whirlwind of debris, Billy and Mandi became reluctant passengers on a drive through the boundless desert.

Since her encounter with the school bus, Mandi was learning to overcome her phobia of automobiles. It was the thought that this was the disciple's plan from the beginning that was eating away at her. She had been too naive again, fully assuming that people would treat each other with the kindness and sympathy she expected them to. It had all been shown to her on the way to Endsville elementary, but she had refused to accept it. She still refused to. Devastated, she turned to the only person she was ever able to find solace in.

"Billy, what are they going to do to us?"

"My snot feels like sandpaper..." The boy griped, trying to unearth the last shards of rock lodged inside his head.

Desert storms flared up on every side of them, a fortress of sand rose up to block their path, but beneath a shield of armor one foot thick they were safe from any harm. Nevertheless, that was hardly comforting.

"I think the disciples lied to us, Billy." Mandi said quietly, making a second effort to get through to him.

"Nah, they wouldn't do that. They gave us hot chocolates! Besides, who ever heard of an adult using sugary treats to lure children to their demise? I tells ya girl, you say some pretty redicularous stuff sometimes."

It was a senseless undertaking.

Out on the horizon, a jagged mountain range was taking form. Bare of any vegetation, water, or life, it was a hideous and unwelcoming sight to behold. The only distinguishable mark on the otherwise featureless cliffs was the wide entrance of a cavern, their only probable destination. Moving closer, Mandi could see a monorail system at the mouth of the tunnel, leading deep into the unknown.

With abrupt urgency, the children were thrown unto a bed of jagged stones, then assaulted by a barrage of kicks until they got to their feet.

"Why are you doing this?" Mandi cried out. These things couldn't be serving the empress, her mother, she thought to herself. They had to be renegades, insane vigilantes. This had to be a mistake.

One of the machines stepped forward, almost offended by her question. "Why? Do you think the empress holds her own life in low regard?" It hissed, grabbing the girl by the throat. "Just because her holiness has been in a temporary state of self-isolation as of late does not mean we have become careless." Making a noise of disgust, it ran it's claw down her cheek and across the length of her chin. "Did you really think we would let two poorly disguised assassins reach the palace?"

"But...the disciples promised to take us to the empress..." The blonde choked, while Billy look on, sore and bleeding.

"Unit Twenty and Forty understand their duty to the empire."

"You should be happy," The other one broke in, "If the empress were not in such an unusual state of mind at the moment, I can assure you she would have us slit your throats over one of these stones. Instead, you get to enjoy the comfort of the mines."

**Thanks to a near death experience on the part of my laptop, I'm submitting this chapter as is (hang in there, lappy). There was going to be more, and I think it would have been much better that way. Actually, I _really _wanted to add more to this…gah, makes me so mad!!!!! I even had to change the chapter title so it made sense…but anyways, that's how it goes. It's not like this is the shortest chapter I've ever written.**

**ImMoRtAl-FoOl thinks she knows what Mandi is, but in reality she knows nothing! NOTHING!!! Actually, she probably has a very good idea of what the girl is, which terrifies me. **

**(crap, even my ever-irrelevant author's notes couldn't break five pages on Microsoft Word).**

**I bow to you people.**


	13. Heart of the Empire

**Whoa, the past few chapters I forgot to add the story title between my opening author's notes and the chapter title. Time to restore it to its rightful place…**

Mandy's Metropolis

Chapter 13: Heart of the Empire

"What is this place?"

Mandi's voice burrowed into every cavity of the measureless cave, resonating against the canopy of dripping stalactites above them before fading out. She and Billy were alone, forced to travel down into the deep recesses of the mountains on a monorail, courtesy of their robotic escorts. The light of the sun had become a distant memory, nearly forgotten after hovering so long in a soundless void miles under the surface world.

Carved into this underground labyrinth were the cinnamon mines, civilization's only remaining resource. The majority of humankind, the ones deemed unfit for society, had been enslaved here, their fates sealed under thousands of tons of earth. Like people without souls, they worked obediently under the most oppressive conditions, resigned to the reality that they suffered and died for the benefit of the empire.

Cinnamon (or at least something similar to cinnamon) was oddly plentiful, collecting in small pockets of rock where it could be chiseled out and exported to the city. The spice was highly valued by the populace, and even the empress was rumored to enjoy the taste of it. Despite all of that, metal had always been the most coveted supply, and much of the constantly expanding mining network was dedicated to uncovering it. Millions had died searching for metal to extract for the simple reason that it was essential to preserving the empire. It was needed to build the skyscrapers, the palace, the empress' soldiers, and most important of all, the equipment used to find even more of it.

For nearly all of the time since their descent began, Billy and Mandi were completely blind, and only through the sudden flickering of yellow were they able to catch a glimpse of their surroundings. The lights were coming from the canyons below, where lumbering mining machines ripped up entire boulders from their foundations with an arsenal of instruments ranging from lasers to drills to oversized chainsaws. Billy watched the monstrosities toil away in the same manner a boy half his age watches a dump truck at a construction site, enchanted by every loud, rumbling maneuver.

However, something very different had grabbed Mandi's interest. The pulley that kept them fastened to the rail cable, the only thing keeping them from a freefall, had begun spinning rapidly in place. Without any time to scream, the monorail car rocketed ahead, leaving behind a trail of white-hot embers. Before they were able to pick up any more speed, the blazing carriage pitched forward and launched them inside another, much narrower tunnel.

"That was the most near death-tastic ride I've ever been on!" Billy shouted, popping his dislocated arm back into place.

Mandi said nothing, her ear pressed firmly against the damp ground. Her first instincts told her she was only hearing the trickling of an underground spring, but it was soon apparent that she was listening to something far less natural, more like the beating of a drum. Hundreds of drums.

Just across from her, a convoy of people grinded the raw soles of their feet into the ground, oblivious to the boy and girl watching them pass by. They walked lifelessly, hobbling forward in a crooked line, crowded together so closely they were hardly able to breathe oxygen that was already too scarce. Loose fitting rags hung over the folds of their baggy skin, leaving most of the heavily scarred flesh unprotected and exposed. It was a miracle that these malnourished creatures were even able to stand upright, let alone keep themselves moving.

"Who are all these people?" Mandi wondered, unable to look away despite how much she wanted to do so.

"It's gotta be a hobo convention!" Billy exclaimed, thrilled beyond belief. "Come on, let's go see how much lice we can catch!"

With Mandi's arm in his, he charged into the mob of walking skeletons, untroubled by the pungent, rooting smell they all exuded.

"Can I sniff you?" He begged more than once, never getting any kind of reaction from anyone, which wasn't enough to keep him from asking again. Soon the two had become so entangled in the marching horde that escape was unthinkable.

Peering into the river of bodies, Mandi could see not only the faces of men, but women and children as well. There were mothers holding on tightly to their babies, children coughing up wisps of soot every time they took a step, entire families wallowing in each other's grief and misfortune. The blonde could feel her body becoming numb, and asked herself how what she was seeing could possibly be justified. Her neck stiffened at the thought that her mother was in some way responsible for all this misery.

With unpredictable suddenness, the procession came to a halt, then started again at a slower pace--the cause of the delay a mystery. Mandi felt something touch her shoulder, and after wheeling around, found herself face to face with a Mandy robot. It wasn't the same one that had imprisoned her in this tomb, she knew that, but it had the same pitiless blood red eye as its comrades. Hate was a sensation she was mostly unacquainted with, but it burned inside her in the presence of this inhuman thing, one of the empress' offspring. She wanted to brush its icy claw off of her, rip its arm from its socket, cause it as much pain as it had cause her and Billy, but she wisely restrained herself.

The robot, undaunted by the little girl's mediocre attempt at a threatening scowl, hurriedly equipped her and the many behind her with a miner's helmet and a heavy pick.

"Are we gonna play hockey?" Billy wondered, puzzled by the lop sided tool twirling in his hands.

Thanks to the newly acquired headgear, they had all become a procession of human lanterns, illuminating much of the cavernous passage. At least there was enough for Mandi to see that they were being herded like cattle onto a fenced-in platform, probably an elevator, wide enough to hold about a few hundred passengers. However, it was being boarded by more than twice that number, and the two children found themselves being crushed between the scrawny forms of their fellow miners.

As they began to sink farther down below the planet's crust, an elderly man gave Mandi a toothless smile. "First time going to the mines?" He cackled, his clouded eyes rolling around in their sockets. "You're about to see things you've never seen before in your entire little life."

* * *

Mine. That was the only command given to the laborers, who stood facing a solid wall of sleek black rock. In a split second, the inharmonious clatter of iron striking stone commenced--a stabbing, never-ending rhythm. 

"Aw, nobody said anything about exercising." Billy griped, lugging his miner's pick behind him.

Mandi, on the other hand, was already mining energetically. Their orders had been simple, and she felt a peculiar impulse to obey, to follow the rabble's example of absolute submission. Her work was all that mattered, and she plowed into it with untiring strength. It made her forget the atrocities she had witnessed and washed away the sorrow that hung over them all like a storm cloud.

Billy disliked any kind of physical exertion, but without the girl standing beside him (or in front of him, for that matter), rebelling was a risk he wasn't going to take, and with a sigh he attempted to lift up his pick. The digging end of the tool fell backwards instead of forward, smacking him in the nose and then swinging down to hit him in the shin, triggering a long, drawn-out spasm of pain.

The snap of a whip cut through the air, immediately releasing Mandi from the spell that had seized her. Pacing behind the string of miners was a robot sentry assigned the grisly duty of squelching any form of laziness and beating anyone who remotely exemplified it. It was only a matter of time before it saw Billy, who had difficulty just trying to wipe the dust off his pants. It attacked swiftly, lashing out at the defenseless boy and savoring every one of his agonized howls .

Horror struck, Mandi reached out and grabbed the whip before it could taste another drop of blood. The sentinel almost appeared startled by the blonde's audacity, and even she herself wasn't sure where her bravery stemmed from. Yanking the rope away, the robot aimed a blow at the unflinching girl before leaving without a word.

"You have to do what they say, Billy." Mandi whispered. "You have to start working."

"Me so tired..." The boy wheezed, his back throbbing.

However heart wrenching it was to see him writhing at her feet, Mandi's focus began to once again shift back to mining, though she really didn't understand what all this toiling was meant to accomplish. Studying the miners aligned on both sides of her, she noticed that occasionally some of them would pull out a chunk of earth and toss it into a pile. Inside one of the incisions her own pick had made there was a similar glinting metal object that she pried loose with relative ease. The bluish ore was like a ball of ice in her hands, and she quickly disposed of it, letting it roll into a small hole beside her. This process continued, and by the time their 'morale officer' returned she had amounted quite a collection.

"Insubordination will not be tolerated." It droned, flogging the inanimate, large-nosed miner with more brutality and vigor than their first encounter.

Billy barely winced when the serrated cord ripped into him, and all that left his lips were a few weary grunts. Mandi looked on as a gray foam began to seep out his mouth and realized he had given up on his own life. She flung herself down to shield him, weathering the punishment intended for his torn body.

"Please, no more, he can do the work." She insisted, resting all of Billy's weight against herself.

The machine's visor widened for a moment. "Very well, but if I don't see progress the next time I pass by then I don't see how we can guarantee the safety of such an ineffectual laborer" It answered, slowly stepping out of view.

"Billy, please, you have to do something." Mandi begged, allowing him to slump down to his original position. With a groan, the wounded redhead wrapped his teeth around a stray pebble and began to chew on it, but even that required too much effort on his part and he gave up.

"I'm too tired and bleeding to go to school today, Mommy..." He muttered.

Mandi had to think quickly--the guard would return in an hour at most, and if Billy took any more damage she didn't know what might happen to him. Her hand rested on the mound of iron she had so feverishly gathered, much larger than any of her neighbor's and far exceeding the daily expectations of such a tiny miner. Seizing her tool, she tore into the boy's section of rock. All he had to do was lie there and avoid being buried under an avalanche of soil. At the end of the day, how could anyone prove he wasn't the one who did the job?

* * *

It was a good thing the Mandy robot was so uninhibited with its weapon, otherwise Mandi would have never heard it approaching. With the sound of knotted rope cracking against bare flesh coming closer, she did the best she could to make it appear that Billy had miraculously become a skillful miner, propping him against the more recently formed heap of metallic gemstones. 

Luckily (and perhaps improbably) the sentinel was completely fooled. It stood in silence, stunned that its near-impossible expectations had actually been fulfilled. However, it didn't take long before it spotted another victim to torture close by--a bony old gentleman too exhausted to haul up his mining pick anymore.

The man was quiet, falling to his stomach at the very start of the lashing, as if he had been waiting impatiently for it to happen. He moved only when the machine moved, stopped when it stopped, until finally he was no more alive than the whip itself.

"What's wrong with that man?" Mandi sobbed, unable to cope with the harsh reality of death. "Why won't he get up?" Trembling, she brought Billy up so he could look into her eyes. "Why won't he wake up? Make him stop it, Billy. Make him wake up."

The boy responded with a hacking cough, then dropped his head back.

**Well, this might have been my longest delay ever. I'm sorry the summer didn't turn out the way I thought it would as far as submissions go. That's about all I can say about that. Once again, to prevent any further waiting I'm submitting this chapter now even though I wanted it to be longer.**

**Hmm, apparently my ambiguous 'if comment' has revealed some sort of story secret. I got my eyes on you andi000. Both of them. On you. Watching…things. I dunno.**

**Thank you for taking the time to read this. Oh, before I forget--check out ImMoRtAl-FoOl's deviantart profile! No, I'm not trying to promote myself, I just want people to know that _something _good and worthwhile came out of this literary travesty I'm writing. **


	14. Justification

**Just another manic Monday, wish it was Friday, 'cause it's better than Monday. Just another manic Monday.**

Mandy's Metropolis 

Chapter 14: Justification

From the sound of it, the entire earth was groaning. A deep hum pulsated through the ground, pummeling the ears of everyone nearby. For Mandi, this was simply another addition to an already traumatizing experience, but interestingly, it wasn't until the tremors ended that she revealed the height of her anxiety. She leaped up, the two emeralds below her brow searching wildly around the mine for some kind of explanation.

"No need to worry, little one, that's just the signal for supper time." Said a scruffy, overweight miner with graying hair. "I swear to you, pretty soon that's gonna be the most beautiful sound you ever heard in your life."

Supper time--those were the magic words. Billy shot up like a cannon ball, instantly recovered from his injuries. "Whew, all that whipping made me hungry!" He exclaimed.

"There ya go." The man chuckled. "Come on, the blokes on night duty will take care of them rocks you gathered. It's time for us to relax awhile."

Mandi didn't know what to say or even what to think. The friend she had mourned for seconds earlier had just been rejuvenated by the mere mention of food. He was enslaved here in a living hell, and yet his stomach remained the most important thing on his mind. It was a relief to see him smiling again, but nevertheless the girl was disturbed by his nonchalant attitude, which apparently not even the fear of death could dispel. With some hesitance, she followed Billy and the older gentleman onto a desolate valley of stone, where the other miners were beginning to assemble into closely-knit circles. Nourishment was only provided for them because of humankind's fundamental need for it. The empress' servants would have preferred twenty-four hour work days, but unfortunately that was an unrealistic aspiration.

"It appears I've forgotten my manners," The stranger said with a grunt as he sat down. "The name's Dirt. I know it ain't too pretty sounding, but I figure the stuff is just about everywhere, so what the hell?" He laughed again, and removed his miner's helmet. "And you two are?"

"Yeah, yeah, I'm Billy and this is Mandy with an i." Billy answered impatiently. "When we gonna see the food?"

Dirt whistled between his teeth. "Well, you both got yourselves a pair of fancy names there! I never thought I'd meet one of them Billy clones either. Figured you'd be taller."

Mandi gave Billy a questioning look, but the boy's thoughts were elsewhere. Not far away, a pair of Mandy robots were traveling from group to group, distributing rations from a huge capsule that levitated beside them. Knowing he wouldn't listen to a single word of hers, she unleashed a barrage of questions on Dirt instead.

"Where are we? Why are we here? Who's in charge of this place?"

"Where's the food!?"

"Slow down lass, don't hurt yourself." Dirt said, raising up a hand that had more calluses than fingers. "This here is the cinnamon mines, but let's not get too ahead of ourselves. I think your friend has the right idea."

The two sentinels had materialized behind them, and immediately Billy was drooling and sweating in anticipation. This had always been the robot's most hated assignment, but their sense of duty prevailed, and they handed a dented aluminum tray to each of the three laborers. Steaming loads of mush were then drained onto these containers from a rusty hose, and dinner was served.

Without delay, Billy began to stuff himself with scoops of the hot porridge, not bothered in the least by its unappetizing gray tint. Even Mandi, who was actually just as famished as he was, couldn't resist the allure of a hot meal. Since they had no silverware, she ate with her hands, remembering past lessons learned in the Endsville diner.

"I think I've met my match, you kids can really eat!" Dirt exclaimed, causing bits of sludge to dribble down the whiskers on his chin. "But it's like this, child. We're here because the empire needs miners. We're the backbone of civilization. It's our responsibility to mine, that's what we were all born to do." He belched loudly and put down his platter. "You can't be cryin' and whinin' about unfair treatment and all that. Besides, the empress needs us, and I for one don't want to disappoint her holiness."

Mandi couldn't breathe--her mother was to blame for all of this. Billy hadn't said anything about that, if he even knew, but how couldn't he have known?

"But I don't understand," She whispered, her chest heaving up and down. "How can you live around all this death and just accept it for what it is? Why would my mot...the empress do this to so many innocent people?"

"Ya see, that's why you got it all wrong." Dirt replied. "You don't pay attention to any of that, you just do your work and thank the empress that you're still alive. Take me for example, I was born with a lot of fat to live off of, no sense in denyin' it. I'm a lucky man and I'm thankful for it." His voice grew quieter, and he bent forward. "I exist to love and serve the empress. That's a cause I ain't afraid to die for."

There was no reply for a statement like that, no way Mandi could challenge it or disagree with it. She had lost her taste for food, and offered her remaining portion to a young brother and sister who had been eyeing it hungrily the moment it was served to her. They expressed their gratitude with a series of mouse-like squeaks before crawling behind a mound of soil to nibble on the leftover scraps.

It was Billy's turn to join the conversation, "Hmm mmm, I hope my tapeworm enjoys that as much as I did!" He shouted, rubbing the top of his engorged belly (his parents never had the heart to tell him his 'pet' had been killed years ago by a wide variety of medication). "I'll sleep well tonight!"

"Speaking of which, I think it's time we rest up." Dirt announced, kicking off his boots and wiggling his gigantic toes in the air. "We have a long day ahead of us."

Mandi's heart almost stopped beating. How could anyone sleep knowing what waited for them as soon as they awakened? Billy wasn't going to fall asleep, she thought, he wouldn't let her endure this surreal nightmare on her own. In actuality, that was exactly what he planned on doing, and after hearing his first yawn the terrified girl flung herself beside him. She had to make sure he stayed awake, and if that meant talking to him all night (or was it day?) then so be it.

The trouble was, Billy was prone to losing interest in just about anything that didn't reach out and grab him by the throat. What could she say to him? Out of all the ideas and potential conversation starters bouncing off the walls of her cranium, the image of their escape from Endsville stood out. That was the solution--the small round object the boy kept in his pocket, it was so obvious (no wonder he hadn't thought of it). With it they could return home where they belonged, miles and eons away from this perverse empire and all its inhabitants. Mandi had no desire to meet her mother, whoever she was. In fact, she wished Billy had never mentioned her at all.

"Where's that crystal ball you always keep with you?" She asked, rescuing Billy from the brink of slumber.

"That round shiny thingy? It fell out of my pants awhile ago and broke into a bazillion million pieces."

Mandi licked her lips. Dirt, like the rest of the mining colony, was drifting off into a simple dream, one that didn't involve manual labor and frequent beatings. There was no light or sound, only a vacant stillness that engulfed the girl's body, suffocating her, drowning her senses. Only the sound of Billy's voice could convince her she hadn't fallen from the plane of existence.

"Billy, why did Dirt call you a clone?" She asked, honestly curious about the old miner's comment.

"He's just talking 'bout those extra copies of me inside the palace." He replied groggily. "They looks like me, smells like me, tastes like me, but they're nots...me."

"Copies of you?"

"Right, du-pleh-cates. The empress made 'em all, cause you know, she's got the hots for me. They got it so easy, swimming around in fish tanks and eatin' slime all day..."

Billy was snoring before he finished the rest of his sentence. Mandi tried pinching his face, kicking him, even biting at his nose, but all for nothing. It was dark, it was cold, and she was all alone, left to wonder what an aquarium full of Billys might be like.

* * *

"Time to get up, little ones." Dirt announced, already clad in his workers uniform. "We have a lot of work to do." 

"Yep, like they says, another day, another flogging, and then more foods!" Billy exclaimed, arching back his body as part of his early morning stretch.

He felt refreshed--this day was going to be better than yesterday. By the end of today, everyone would know how skilled a miner he was. This time, he was aiming for a dozen separate whippings before mealtime, which had to be a record, he thought. That would show those Mandy robots who was in charge. Ignoring the numerous engravings of his name that had mysteriously appeared in the ground overnight, he strutted towards the worksite with the other laborers.

Mandi limped behind them, her head cocked to the side. Nearby, a scrawny man fought desperately to stand up in spite of his broken leg. His mate and four young daughters knelt beside him, too weak themselves to do anything other than urge him not to give up. Meanwhile, two armed robots watched the family's futile effort from the shadows, waiting patiently for the inevitable to happen.

Mandi felt nothing and closed her eyes. This was life under the rule of the empire-her life. She was beginning to accept that, and she hated herself for it.

"Morning, Mandi. You looks nice today." Billy said with a smile, startling her.

The girl stared at him with an expressionless look on her face. Insulted, he winced as if his greeting had been physically chewed up and spit back at him. "Fine Mr. Miss I'm Too Crabby To Say 'Good Morning' Person!" He shouted, storming off in a huff without realizing he had been standing on the head of an unlucky worker who hadn't heard the call to start mining again (or just wanted a few more seconds of shuteye).

Mandi wasn't about to go after him, especially since their little spat would soon be forgotten and Billy would be in his usual high spirits again. None of that really mattered, though. Lately, mining was the only thing she thought about; mining and the empress. Everything else seemed like a pointless waste of time. However, before she could grab hold of her mining pick, an icy claw coiled itself around her wrist.

"I apologize, but I am afraid your services will no longer be needed in this sector." Came the monotonous voice of an imperial sentinel.

"What's all this about?" Dirt bellowed, then quickly softened his tone. "This is a mistake, you've got no more use for this little girl."

"Regardless of your opinion, we actually do require this particular specimen." The machine stated blankly. "Rather much so to be precise. We were extremely impressed with her performance yesterday and believe her exceptional abilities can be exploited to their fullest potential in the upper tunnel complex."

Dirt nodded slowly, although the robot didn't need his approval and was already ushering the bewildered girl deeper into the cavern.

"Wait, where's she going?" Billy cried out, flinging his pick to the side. Before he was able to chase them down, an arm the size of a tree branch collided with his chest and kept him pinned down until Mandi had disappeared.

"It's no use lad, you won't be able to save her from where she's goin'." The veteran miner said solemnly, patting his younger counterpart on the shoulder. "That's a shame, I used to know some old tunnel rats, good bunch of fellows they was."

"When is she coming back?"

Dirt shook his head and spit into the dust. He had seen this happen so many times before. People come and go--parents, siblings, friends, enemies, lovers, children, new faces replace dead ones, and all you can do is shrug and go back to digging. That was the only way to cope with it all, or his way at least. If you didn't keep things in perspective, constantly remind yourself that you toiled for something more precious than your own life, you would go insane. He truly believed this. Even in his early childhood, all he ever wanted to do was please the empress, a woman he had and would never see with his own eyes. It was for her glorious will, he told himself time and again, for which he and his brethren suffered.

But he had lied to the girl. It _did_ bother him, always had. The lingering memory of every lost soul, every life he had seen extinguished before him visited during the night. He could still see them all, clear and unforgettable and inescapable.

"That's a damn shame."

**This chapter is strange, and it was a pain to write….and it's late. Hmm. Cinnamon. A harsh mistress indeed. **

**Wells, thanks for reading I suppose. And reviewing and such and all that and furthermore…thank you.**


	15. Obscurity

**Hey, Mandy's Metropolis, funny seeing you around here. Well, since we're both here, why don't we have a little update? You know, just for old times sake. I…I missed you too.**

Mandy's Metropolis 

Chapter 15: Obscurity

(this is the shortest chapter of the story by far)

Mandi staggered through the darkness, away from the miners about to begin their day's worth of backbreaking labor. Away from the sentinels who enforced the laws of their leader without a shred of leniency. Away from Billy. A vivid streak of red buzzed around her, swinging from side to side, bouncing up and down, but always remaining nearby. From behind, the sharp sting of an outstretched talon penetrated deep into her spine, prodding her up against the mountain of rock that bordered their path. Suddenly, the floor began to move under them, and a thick wisp of dust rose up to tickle the girl's face.

It was another elevator, this one barely wide enough to hold the two of them. What it lacked in size it made up for in speed, traveling sideways only inches above the ground, turning a tight corner and then finally stopping completely at the face of a tall cliff. At these heights, the squads of workers burrowing into the lower gorges could have been mistaken for a miniature army of ants had it not been for the blue lanterns they kept strapped to themselves at all times. Destructive mining engines maneuvered dangerously close to these miners, which was especially troubling considering they were all operated by robots who cared little for human safety (human miners were too clumsy to be trusted with such powerful machinery).

The dancing lights below were becoming tinier and more insect-like by the second, and it wasn't Mandi's mind playing tricks on her. The elevator was gaining momentum again, this time rising upwards in the direction of a wide outcropping of stone. Mandi could hear the cacophonous melody of power tools right above her--the sound of mining. Her mouth began to water.

"This is where you will be deployed for today." The sentinel declared, repeatedly shoving the girl away from the ledge, never giving her a chance to catch her footing.

Standing beside them along the length of the ridge was a small band of miners, every one of them too immersed in digging to notice the arrival of their newest member. They were taller than the miners Mandi had seen before, more muscular too, but still possessing the same underfed, lanky appearance of all their other compatriots. Although they happened to be particularly furry individuals, she couldn't quite understand why Dirt had referred to them as 'tunnel rats'. Apparently, they didn't have tails, either.

"This will be your mining utensil for this operation." The machine murmured, dropping a tool with a spiked drill bit the size of a watermelon into the girl's arms. "If you do not know how to use it properly, then I hope you are a fast learner."

Mandi's glance shifted back and forth between the Mandy robot and the tool cradled against her. She shrugged, and walked sheepishly between two of the miners who, judging by their reactions, hadn't been expecting to share their workload with a little girl. Sighing deeply, she positioned the tip of the drill against a section of rock and pulled back on an oversized trigger. Not surprisingly, everything went wrong from the start. The drill bit began to spin out of control, grinding up and spitting back a shower of razor-sharp fragments into the blonde's face. It was impossible to keep steady, always drifting either too far to the left or too far to the right, scratching a sort of zigzag pattern into the surface of the wall.

Just to make things more amusing for the crowd of onlookers, there was a sudden ground shattering boom that toppled both Mandi and her uncooperative instrument, which continued to tow her around in circles across the ground. Every muscle in her body screamed for her to let go, and yet she held on tightly, choosing instead to flounder about like a fish on dry land. Unfortunately, willpower alone wasn't enough, and when the ride ended, it was solely because of the quick reflexes of her mechanized escort, who had pressed down on the emergency stop button.

"Wha...was that?" Mandi asked dizzily, swallowing down the urge to vomit.

"Dynamite." The robot replied bluntly. "I'm sure you'll have many more chances to get further acquainted with it."

* * *

"Goddamn chest aches." Dirt grumbled, hammering down the shooting pain with his fist until it subsided. 

The attacks were becoming more frequent by the day and much harder to ignore. They were a nuisance, popping up without warning, never with enough intensity to prevent him from doing his job, but a nuisance all the same. Just old age, he figured, no reason to lose sleep over it. That wasn't to say that the aging miner didn't look back on the glory days of his youth with some nostalgia, he did. Back then he was regarded as a hero--self-sacrificing servant of the empress, strongest man in his colony, not to mention a bit of a lady's man whenever he had time and energy to spare. Tales would be told and retold of how he could smash a boulder with his bare hands, dig with two picks at a time, even survive a whole month eating gravel, scrap metal, and not much else. What was true and what was exaggerated made little difference, Dirt had been the morale booster of his entire community, which was probably why the Mandy robots valued him so much. But regardless of all the graying miner's past achievements, his skill's were deteriorating, and beatings that he had once been exempt from were quite common these days. He had become a shell of his former self, a faded shadow of the man he had been so many years ago.

"So Bill, you and that Mandi girl, you two were pretty close?" He asked hesitantly. It was a sensitive topic, and he didn't want to cause his young associate any more grief.

"Yeah..." Billy answered, sweating and delirious with pain. Dirt had attempted to teach him the fundamentals of using his mining tool, though he accomplished little to nothing. Without Mandi sheltering him, the boy was quickly becoming the robot's favorite whipping target.

"Don't get too sore 'bout it, they'll be plenty more ladies for you to meet, and there'll always be a chance for a guy to start a family around here. I know that from experience. I got some kids of me own, to tell ya the truth. The last time I saw them was...well, I don't remember, but I'm pretty sure one of them was named after me. You get what I'm trying to say?"

Billy nodded, pretending that he actually understood a single one of the old man's words.

* * *

Mandi sat cross-legged, frowning at the shattered remains of the drill resting on her lap. Her latest effort to use the thing had been the most disastrous, and evidently the most humorous, as a chorus of howling laughter was exploding around her. 

"I've noticed you're not making very much progress." The sentinel announced, grabbing the girl by the hand. "Perhaps you'd be better suited as a demolitionist."

Everything went quiet, and to Mandi's discomfort, the same people had been entertained by her misfortunes with the drill were now solemnly bowing their heads. Demolition was a dangerous business, and not something to make light of.

"You'll need these before you get started." The machine explained, handing the blonde two sticks of what had to be dynamite. "This is very important: the red stick is for illuminating the tunnel, the black one for excavating it. I don't think I need to be any more specific than that."

"Um, _could_ you be more specific?" Mandi asked innocently, tapping the objects against each other.

"Just get out of here." The bot groaned, scraping its claws across the length of its visor. "If you survive, I'll give you another pair so you can do it again."

* * *

"Bill, you used to live in the palace, right? I mean, you're a clone, aren't ya?" 

"You met the empress and all that?"

"We knows each other." Billy replied, panting heavily between every syllable.

"What, uh, what does she look like?"

"Big...and blonde..."

Dirt bit his lip. "I knew it." He chuckled, lowering his shoulders as if he had just been relieved of a heavy burden. That was all he ever wanted to know. Not to see the empress with his own eyes, he wasn't worthy of such an honor, just to hear what she looked like and let his imagination do the rest. "I was always partial to the buxom blonde type."

**Obviously this is extremely short, and really, well…bad. It's been months since the last update simply because I abandoned this story due to the fact that writing it was a task I found next to impossible (and increasingly so). I could have kept attempting to turn this into a normal-length chapter, but it may very well have taken years. So, sorry for sucking so bad. I'm terrible at writing and I hates it, but I do like telling this story, and I also like getting feedback from you guys. In other words…I'll keep writing this. I hope everyone had/is having a great holiday. Um…that's about it.**


	16. Mandi’s Epiphany

**Oops, I forgot to write a good chapter.**

Mandy's Metropolis

Chapter 16: Mandi's Epiphany

(yep, I steal story titles now)

Mandi stood at the mouth of the tunnel and peered into the dark emptiness. She couldn't see anything--not how wide it was on the inside, not how deep it was, not even which direction it would take her in. As far as she could tell, the entrance led to nothingness, a blank void burrowing eternally into the earth. She glanced down at the two black and red items in her hands, one for lighting the way to her objective, the other for destroying it (she had forgotten which was which). The Mandy robot that had sent her on this supposedly suicidal mission, while still nearby, had disappeared behind the corner of a wall of rock. The 'tunnel rats' she met earlier were gone too, for that matter. In essence, Mandi was alone.

She took a deep breath, as if about to dive deep underwater, and stepped forward into the shadows. The darkness swirled around her like a current, overwhelming her senses, almost suffocating them. Her eyes stung horribly.

Unable to stand it any longer, Mandi reached for a metal pin on top of one of the objects and pulled--in a mere second the pathway would either be flooded with light or coated with her remains. In all honestly, there was a part of her that didn't really care which happened.

A single flame erupted from Mandi's clenched fist, small in size but bright enough to illuminate the tunnel and restore her eyesight. With this miniature torch as a guide, she pressed onward, trying not to wince at the white-hot embers constantly spilling over onto her fingers. The cave was becoming narrower with each footstep, and if the girl had been as tall as the average miner, she would have already been forced to crawl on her hands and knees. Fortunately, she never had to resort to such measures because the trail ended unexpectedly, stopping at the base of a mound of stones damming up the passage. There was nowhere else to go, this had to be her target.

Crouching down, she propped her flickering lantern between two pebbles while pretending to ignore the charred remains of mining helmets and equipment that littered the ground around her. The sight of what appeared to be a charcoal-colored ribcage made her shudder. There was only one thing left to do, the one thing she had been dreading from the beginning. It was time for the other parcel to do its job, and she tossed it into her right hand. It seemed heavier than before, like a bar of lead, and she suddenly felt an urgent need to get rid of it. The question was, how was she supposed to use it? As she kept it steady in the center of her palm, something startling happened--it moved.

Signaling its movements with an odd chirping sound, the seemingly intelligent explosive began to spin gently on its side, slowly raising one of its ends until the entire thing stood completely upright. Awestruck, Mandi watched it float slowly away from her grasp, beeping incessantly the entire time. It hovered toward the heap of boulders, moving in the same way a pendulum would; left to right, side to side, almost like it were trying to make up its mind on where to land. Finally, it made its decision and nestled into a small crevice between a pair of rocks. Numbers instantly appeared across a small screen on the side of the dynamite, large red digits that were constantly changing: 20, 19, 18, 17...

Mandi's eyes widened. It was a timer, no doubt counting down to the bomb's detonation, not to mention her own demise if she stayed there any longer. She stumbled backwards, crushing the only source of light she had with her feet and returning the tunnel to absolute darkness. Blind and panicked, she turned to run, clawing at the sides of the cavern in a desperate attempt to retain some idea of her surroundings. It was almost impossible to take a step without colliding into a piece of jagged rock, and yet she never slowed down. The only thought she had was to escape, she wasn't going to let this become her final resting place. Her heart jumped when the pale glow of the exit came into view, and she prepared her aching, battered limbs for the final push. Still, her determined effort wasn't enough.

The thunderous echo of an explosion resounded throughout the passage, and the cold, colorless tint of the cave walls transformed into a fiery orange. Mandi could hear the raging inferno tear towards her, and a gust of searing hot wind lashed against her back. With flames creeping up on all sides, she was lifted by the blast and flung sideways out of the tunnel.

The girl sat up, amazed to find that she was unharmed. Behind her, black smoke billowed from what was left of the cavern she had somehow escaped from with her life. Still in shock, she began picking at the burnt patches that had appeared on her jacket, but quickly stopped. Rising out of the canyons, drifting down from above was a new sound, faint at first, but getting increasingly louder.

Mandi was being applauded by the other miners. She couldn't see any of them, but their cheers and whistles could be heard everywhere, raining down (or up) from ever crevice, burrow, and ledge within a mile of where she was sitting. All of a sudden, the horrific, death defying experience with the dynamite was something to be proud of, and Mandi couldn't keep herself from smiling. Maybe being a tunnel rat wasn't such a terrible fate after all.

It was almost funny how something that had once seemed so intimidating and perilous could be so simple. After only a few more assignments, Mandi was already clearing out tunnels in an unbelievably short amount of time, and even some of the robots were becoming impressed with her skills. The girl had demolition down to a science--light a torch, step inside the tunnel, find where it ends, set the explosive, and run like hell. Although the miners couldn't understand how a little girl was finding success where countless grown men had failed miserably, no explanation was necessary, and they celebrated each of her victories just as enthusiastically as the first. She had earned the nickname 'Sweetheart of the Mines', and her presence alone was enough to lift the spirits of the other workers. Unfortunately, life in the mines is prone to unexpected changes.

* * *

One particular Mandy robot was overcome with the feeling of loathing as it looked down at the smiling girl waiting patiently for another package of explosives. Her performance was more than satisfactory, that was undeniable, but the fact that a lowly human slave could possess abilities rivaling that of a machine was too hard to accept. 

"May I suggest you take your time on this next assignment?" The bot said with obvious hostility. Just before it handed Mandi her next set of equipment, the ground was rocked by a tremor powerful enough to shake the entire ledge. This was more than just an explosion of dynamite, and the machine would have grinned if it could.

"What kind of explosion is that?" Mandi asked, narrowly avoiding a massive crack that had formed directly where she was standing.

"Not an explosion, a landslide. Most likely triggered by a miner detonating a tunnel one too many times." The machine replied almost cheerfully. "It's such a shame that your unique talents will go to waste. I estimate a zero percent chance of our survival. Hail the empress."

Mandi stared at the robot in disbelief. It stood perfectly still, content with its own imminent death if it guaranteed the girl's death as well. Even the tunnel rats looked calm, almost relieved that they were finally going to get some decent rest. In the blink of an eye, they were buried by an avalanche of debris. That was the last image Mandi saw before the world crumbled all around her.

* * *

A giant pink egg emerged from the gray fog, bobbing up and down just a few inches from Mandi's face. Two tiny black dots popped up on either side of it, then another oversized egg appeared, larger and rounder than the first. A bright red cap drifted out of the haze to join these floating shapes, followed by two ears, then a mouth, then arms and legs and a body… 

Mandi was lying on a heap of rubble, and Billy was kneeling right in front of her. Realizing she was alive, he nuzzled his head into her shoulder and held her in a close embrace.

"We thought you asploded-ded-ded." He whimpered, drying his nose on the girl's coat. Still too stunned to speak, she comforted him with a few pats on the back.

"You got luck on your side, little one." Said Dirt, who had been standing over Billy the entire time, "Earthquake took out an entire demolition division, even the bots. All except for you of course. Not even a bloody scratch on ya! Never seen it before in my life, but enough about that, let's get you something to eat." With that, he packed both kids under his arms and headed for a place where they could rest.

"Hey Mandi, guess what? I got whipped a gazillion million pah-jillion times today!" Billy exclaimed, while at the same time struggling to avoid being sucked into Dirt's armpit. "I bled from places I didn't even know I had!"

"That's nice, Billy." Mandi replied politely. It had been an exhausting day, physically and mentally.

"Yeah, the boy did alright for himself." Dirt chuckled, squeezing the two children even tighter. "But this landslide business reminds me of our conversation yesterday, Mandi, about life in the mines and all that. I mean, those tunnel rats were all good fellows, hard workers and all that, but now they're gone, and what can you do about it? Nothing except praise the empress and get back to working towards something bigger and more important than you could ever imagine." A stabbing pain cut through the old miner's heart and he lurched forward, dropping his two younger companions in the process. "All you…all you can do is…is…"

"What's wrong?" Mandi asked, terrified by the notion that their friend might become another addition to the long list of miner casualties.

Billy's main concern was a little different, "Come on, Dirt!" He pleaded, "I knows your hungry, we all are, but ya gotta keep fightin'!"

Dirt took a step forward, his hands clutching at the left side of his chest, then tumbled to the ground. Coughing uncontrollably, he rolled over to his side so that he was facing only Billy, and parted his lips to speak.

"Is she really blonde?"

Those were his last words. Mandi reached for his hand, but it fell limply from her grasp. His skin was as pale as the whiskers on his chin, and his eyes seemed to have sunken back into his skull, but she refused to believe he had really left them. Not even his vacant stare could convince her. Before the girl could call for help, a squad of robots surrounded the body and pushed her backwards.

"Please return to your sleeping quarters." One of them ordered, "There's nothing more you can do here."

Apparently, the machines all agreed on the diagnosis, because the examination of Dirt's body ended after a very brief discussion. The last step was transporting the 'expired' miner so it could be disposed of, and although Dirt was considerably heavier than most specimens, the sentinels didn't appear to have any difficulty hoisting him up.

"We can't just let them take him away…" Mandi whispered, wiping a tear from her cheek.

"Sure we can, _and_ instead we could go stuff ourselves with food until our faces implode." Billy suggested, "I think we both know it's what Dirt would have wanted."

The realization that Billy was being serious was almost more painful than the loss of Dirt, and Mandi had to look away. Alive or not, she couldn't just let the old man be dragged away by some lifeless machine. She wouldn't. If Billy didn't understand that, then she would have to leave him and follow the body bearers herself.

"But Mandi, I don't know where to go!" Billy wailed. "And I'm cold and tired and hungry and I smells bad and I'm hungry and my butt itches, Mandi! And I'm hungry! Don't leave me, Mandi!"

Mandi had already abandoned him, and his whining had become a distant background noise, something to be ignored. The robotic morticians moved at a rapid pace despite the 300 pound load they were carrying, and she practically had to sprint to keep up with them. Her pursuit led her past the outskirts of the mining encampment and under a low archway--the entrance to a large stone chamber and a morbid sight.

Dirt's body was dumped unceremoniously onto a stack of corpses that towered over the bots who had formed it. Directly behind this pile of the recently departed was a robot-operated crane, and Mandi had to stifle a scream when she saw it scoop up a mass of the deceased and drop them into a rusty silo. On the other side of this metal container was a giant faucet that gushed what looked like a kind of gray colored soup. Hollow capsules were positioned under this silvery waterfall, then carried away by sentinels once they were filled to the brim.

Mandi's body became numb and her legs weakened, leaving her no choice but to crawl away from the horrifying scene. The capsules were identical to the ones that they had been served dinner from the day before. The gray sludge fed to them was…

Mandi felt ashamed of herself, ashamed she had ever cared about how many tunnels she demolished or how much iron she collected. It was all so clear to her; Dirt, the tunnel rats, all the other innocent people who were suffering in these mines, none of them deserved any of it (despite how many times they told themselves they did). There was a lot the girl didn't understand, and maybe Billy was right about her being too naïve, but one thing was certain: this wasn't the way life was meant to be.

It was all because of the empress. She was to blame for everything. This was the work of a tyrant, not the benevolent goddess everyone worshipped and adored. Someone had to do something, start thinking for once, actually see what was happening all around them.

Someone had to confront the empress.

And if she truly was her daughter, than she wished she had never been born.

**IT'S PEOPLE!!! SOYLENT GREEN IS PEOPLE!!! Soylent Green? Anybody? Interesting film.**

**Hey, remember Dirt's heart condition? What's that? You don't remember it because the last chapter was submitted so long ago? Well, yeah, he has heart problems. Sorry if that seemed like a random plot shift.**

**So, that's that. Thanks for reading. And yes, they will be getting out of the mines soon. And if you don't know what the gray sludge is, you're either a bad reader or I'm a bad writer. And I don't think I'm a very good writer...**


	17. Child of the Earth

**For everyone who still cares, here's da next chapter.**

Mandy's Metropolis 

Chapter 17: Child of the Earth

"I swears Mandi, I was going to save you some dinner, but it kept beggin' me to eat it, and I just couldn't helps myself!" Billy said rather loudly to the pale, troubled-looking blonde, who had just arrived at his little campsite.

Mandi squealed when she saw the boy about to lift a tray of gray porridge towards his lips and moved to smack it out of his hands, splattering the revolting mush against the ground. He made an attempt to scoop up a dusty handful of his meal, but soon gave up.

"Hey, what is your malfunction, woman?" He asked, more than a little annoyed. "Are you going puh-sycho on me?" As much as Billy adored Mandi, when it came to food, he could be very defensive.

"How can you eat like that after what just happened to Dirt?" Mandi retorted, her voice weakening.

"Dirt? Who the--oh yeah, the hairy guy. I'll never forgets him. The way he smelled, the way he always ate with his mouth open, the way he'd rock me to sleep with his tentacle arms, the way he had a funny accent...but mostly the way he smelled!"

"Billy, can't you see the pattern here? People work like slaves in these mines, suffering for a leader who doesn't serve them or care about them. They risk their lives and the lives of their loved ones for the sake of the empire's prosperity. Why? Haven't you ever asked yourself this?"

"An umpire who doesn't care?" Billy echoed, to the best of his abilities, "I think you gots it all wrong. Besides, Toothless Joe Jensen doesn't seem to mind it down here." Grinning broadly, he wrapped his arm around the disturbingly skinny frame of a shriveled, elderly miner hunched next to him. 'Mr. Jensen' hacked up a miniature cloud of smog in response before keeling over. "See? He loves bein' in the mines."

Mandi's mouth opened, but for moment she couldn't speak a word. "I don't understand you." She finally whispered, "How can you defend the empress after all the horrible things you've seen her do? The pain and misery, the constant beatings, the senseless killings--she's responsible for all of it. Why do you admire the work of a murderer?"

"Hold on just a second, young lady. You gots a lot a nerve talking about your moms that way. She enslaves all the peoples in the world, builds her own city, and makes an entire army of robot guys just for you, and this how you thank her? You can insult the miners, you can insult the robots, you can even insult the way I talks, look, and act, but when you insult the empress, that's just going too far. I thinks someone needs a good spankin' and it probably isn't me!"

Billy paused. He could tell by Mandi's expression just how deeply he had just hurt her, and for one of the few times in his short life he felt remorseful for his own idiocy.

"I'm sorry I'm so stupid." He said quietly, staring down at his shoes. "Sometimes I just say stuff without thinking, and when I do thinks about it I still say somethin' stupid. I didn't means to--"

"No, Billy, it's fine, you don't have to apologize." Mandi said slowly, "You've done everything for me…but I don't think I can make you understand. I'm going to ask them to take me to the one in charge of these mines, whoever that is. I can't ignore this any longer, I won't. If you don't feel the same way, then..." She swallowed, almost unable to utter the next word, "...goodbye."

He sat in stunned silence, watching the girl turn away from him and march confidently up to a pair of Mandy robots standing guard a short distance away. One of the sentries lifted a threatening fist, and Billy cringed. To his relief, the robot soon restrained itself and relaxed its stance. Mandi was talking to the machines, and apparently they were listening to what she had to say. After she finished, they stood motionless for awhile, then gestured in unison for her to follow them.

Billy sprang to his feet immediately and began charging towards the blonde, trying unsuccessfully to avoid trampling over the exhausted bodies of his fellow miners along the way. Forgetting to slow himself down, he collided headfirst into Mandi and sent them both hurtling to the ground.

"I'm sorry, I'm sorry, I'm sorry--I didn't mean to say what I saids." He babbled, spraying Mandi with saliva. "I'm sorry, I wasn't trying to make you mads--I'm sorry, I'm sorry--please don't leave without me--I'm sorry, I'm sorry--I don't care where you're going, I just don't wanna see you go by yourself, Mandi! I'm sorrys!!"

"You really want to go with me?"

Billy nodded his head vigorously, spewing snot everywhere.

"Please hurry, it is imperative that you follow us closely." Urged one of the robots, who was already fading back into a small crack in the stone wall behind them.

Mandi wiped some of the spittle from her coat and squeezed Billy's hand tightly. Despite the boy's crushing weight on top of her, she was smiling.

"I'm glad I'm not going alone."

* * *

"Mandi, just wonderin'--how'd you get those robot guys to do what you told 'em to do?" Billy asked between bouts of heavy breathing. The previously mentioned sentinels were moving swiftly through the dizzying maze of tunnels, and keeping up with them was very difficult for him. "I could never gets through to them like that. It's like their heads are made of metal or something!"

Mandi arched her eyebrows and looked at Billy with a surprised look on her face, as if unsure herself of how she had improbably convinced the machines to comply with her demands. "I…don't know." She answered slowly, "I started out by telling them I wanted to speak with the person who controls the mines, and they just stood there and listened. I can't even remember exactly what I said…it was like someone else was talking for me."

The two Mandy robots stopped abruptly in front of a rusted doorway and turned around.

"We regret the poor treatment you received during your stay in the mines." One of them said apologetically, placing some kind of electrical key into a slot on the side of the door. "It is unfortunate that our comrades brought you down here to begin with. That was poor judgment. Two specimens with such unique physical appearances as your own must obviously hold some special importance, though at the moment we're not sure how to deal with you." It turned the key, "The Watcher is the wisest of our kind, she will know what to do."

* * *

"Please step up onto the platform in front of you." The Mandy robot ordered, though it had vanished from sight. "She will meet with you momentarily."

Billy and Mandi were standing in the center of a small arena chiseled into the sides of a large stone chamber, the upper levels infested with imperial body guards watching them intently. Mandi suddenly felt very cold.

"Yes…we have found each other. It was only a matter of time." Came a silky, not to mention undeniably female voice from above.

The Watcher was essentially an incredibly tall Mandy robot, with two slightly curved horns on her head and long, slender arms that ended with a set of sharpened claws. She didn't have any legs, and it appeared that all her support came from the system of cables welded to her steel body, all suspended from some invisible point high up on the ceiling.

"Is that the empress?" Mandi whispered.

"Not fat enough." Billy answered matter-of-factly. Mandi blinked.

"Yes, how discourteous of me." The Watcher said calmly, lowering down closer to her guests. Her mouth glowed a vibrant green that matched the color of her large, owl-like eyes. "I am the Watcher, second born offspring of the empress, witness to her glorious revolution, loyal imperial general, and most recently, guardian of the mines."

"Um, my name is Mandi, and this is…"

"Mandy? Yes…yes…of course, that is just as it should be. Perfect." The Watcher replied softly, running a blade-like finger through the girl's golden hair. "You above all others deserve to be blessed with such a name, my dear." She glanced over at Billy, and her emerald smile began to fade. "I am, however, disappointed that you would allow yourself to be in the same presence as this filthy…clone. This pathetic excuse for a human being. Yes, I should know, the empress granted me the pleasure of executing the original one, oh, centuries ago.

"I like her, she talks weird." Billy said with a clueless giggle.

"Again I have forgotten my manners, rambling on about the cherished memories of my past." The Watcher exclaimed, her grin returning. "Yes, I can say with humble confidence that you have not come here to listen to old stories."

"No, no we haven't." Mandi answered firmly, in spite of how terrified she actually felt. "I wanted to speak with you because I know only someone as powerful as yourself could bring us to the empress."

"Powerful? Dearest, I am merely a humble servant." The Watcher hissed, shaking her head dismissively. "But what business would you have with our holy leader, I wonder? Would you confront her about the mines? About the plight of the poor starving workers? Yes, scold her for everything she's done?"

"I…I would, yes." Mandi replied softly, somehow finding the courage to take a few steps forward.

"A foolish plan, but an audacious one nonetheless--I would expect nothing less from you, precious one. You're stronger than you think you are, wiser as well. I know this. Yes…though you have yet to reach your full potential."

"How could you possibly know who I am?" Mandi asked, intrigued (if not puzzled) by the machine's cryptic message.

"That is a question for another time, my beloved." The Watcher replied, "With the best interests of the empress in mind, I have decided to grant your wish, however misguided it may be. Yes, you will be escorted to palace by one of my bodyguards. And if you should happen to desire so, for whatever strange reason, I'll even allow that swollen-nosed ape-child to accompany you."

"That's me!!"

The Watcher looked upwards suddenly, as if the empress's fortress were visible through the miles rock overhead, "I can guarantee her holiness will be overjoyed to see you, but I must admit I have my own selfish motives as well. You see, the empress has been suffering through a seemingly endless period of depression , and it was under these tragic circumstances that she decided to expel all her closest advisors from the palace, yes, just to be alone with her thoughts. That is, of course, why I was sent down here." The machine smashed both her fists together and lowered herself down closer to Mandi, "I will be honest--I hate these mines. I loathe this miserable place and everyone who calls it home. Even the air itself is sickening. I must return to where I belong, yes, away from this…prison. You can help me achieve that. Once you have been reunited with the empress, I will be redeemed. Yes…I will be able to serve at the empress' side once more, just as I was created to do. But of course, first things must come first."

Mandi's skepticism was hardly put at ease by the Watcher's words, and she was about to ask another question when a robot bodyguard jerked her backwards, emptying the air from her lungs.

"Awww, I was just about to have my corn-dog samurai dream." Billy complained sleepily as he was kicked to his feet by a second mechanical sentry.

"The clone is expendable, but please be gentle with the girl." The Watcher commanded, her body beginning to slowly ascend into the dark. "She must not be mistreated in any way."

"Wait, I need to know--the empress…is she really my mother?" Mandi asked frantically, struggling to pull away from the mob of robots hurrying her towards the exit.

The Watcher smiled--the closest Mandi had ever seen a robot come to a happy expression, "You are a magnificent creature, Mandy." She replied, her voice raining down to them. "Soon, very soon, you will understand everything, and all your questions will be answered. Yes….yes….."

The sound of the door slamming behind them echoed throughout the cavern, eventually dying down to a faint whisper. Billy's voice was the only thing that broke the silence.

"Huh, that wasn't too hard!"

**Chapter 17, in da bag. Sorry about the long wait, but…you know how it all works by now. Oh yeah, and soylent green is people, just in case you didn't know. I mean that literally, it's made out of people, just like the gray sludge in the last chapter was made out of people. PEOPLE! Oh yeah again, remember that hot chocolate stuff Billy and Mandi drank in Disciple Twenty and Forty's (or whatever their numbers were) penthouse? That was people too. Just liquefied gray sludge mixed with cinnamon from the mines, boiled down until hot. Quite a delicacy among the upper-class citizens of the city, actually. I was going to mention that in this chapter or the previous one, but I couldn't find a place to fit it in. So, there it is.**

**Thank you very much for reading. Yes…the reading…yes…**


	18. Poetic Justice

**It's official: 99.9 percent of critics agree that _Mandy's Metropolis _is the greatest Billy and Mandy fan fiction with the word '_metropolis_' in its title…_ever._ Well, at least that I know of.**

Mandy's Metropolis

Chapter 18: Poetic Justice

(might want to reread the last chapter to refresh your memory. or not.)

It was not the first time she had seen them, the ever-present eyes watching her closely, looming on the horizon like two crimson suns. Although it felt as if an eternity had passed since then, it was not too long ago that she had looked at the tower they belonged to with anticipation, filled with uncontrollable excitement over the long-awaited reunion with her mother. Now however, it was nothing more to her than a symbol of oppression, a reminder of the empress' unquestioned authority.

The journey out of the mines had been slightly less excruciating than the one that brought them below the surface in the first place. Their Mandy robot escort, appointed by the Watcher herself, had even been courteous enough to restrain itself from beating the two children senseless as it loaded them into a nearby desert-roaming vehicle moments before. After forcing their way through a barrage of sand cyclones, they had found themselves once again on the fringes of the empress' capital city. Surprisingly, their next mode of transportation was not in the from of a flying machine, as it had been before, but a monorail system stretching all the way to the summit of the palace (not very different from the one that had taken them down into the mines originally). Cramped inside a tiny monorail car, they made their steep ascent, approaching the empress' steel sanctuary at a pathetically slow pace.

"We will reach the palace soon, and I'm sure the empress will be greatly anticipating your arrival. I only met her once, very briefly in the earliest moments of my existence, and I must admit I'm very excited to have been given this opportunity." The Mandy robot declared, though there wasn't a single sign of emotion in its dry, monotone voice.

"What ever happens next, whatever's waiting for us in that tower, just keep your guard up." Mandi whispered into Billy's ear, her hand pressed firmly on his shoulder.

"Your hair looks bootiful today, Mandi." Billy loudly replied, removing an index finger from his nostril with a satisfying 'pop'.

They were almost to the top, and Mandi could feel her heart beating furiously beneath her coat. The time had finally come, it was all actually happening. The monorail car filled with an incarnadine glow (thank you Shakespeare) as it turned sharply into the tower's blinding gaze, sluggishly positioning itself in front of a narrow gateway that had swung open exactly where the building's nose _should_ have been. For a moment, they waited in complete darkness, forced to listen to the unpleasant sound of screeching metal coupled with the low hum of the car's overheated engine. Suddenly, a light appeared in front of them and the roof of the transport slid open to reveal the sleek, silver-tinted interior of the empress' palace.

"I can't believes you're finally gonna see the empress!" Billy exclaimed, hopping down onto the floor. "You get to see your mom for the first time, and I gets to see your mom for the not first time and she'll be all happy and…whoa! Do you think she'll give me fried chicken as a reward? Ooo, Maybe I'll get kuh-nighted! This is the best day ever!"

"Yes, but I'm afraid the empress has confined herself to her bed chamber, so I'm being told, and will not be able to meet with you at this particular time." The robot announced, "Unfortunately, you'll have to--"

Before the machine could utter another word, Mandi grabbed hold of its oversized head and twisted it backwards in an unbelievable display of strength. The bot stumbled around awkwardly, its visor fading to a dull gray, then collapsed in a pile of lifeless metal. With the body left smoldering beneath her, the girl could only stare down at her hands in bewilderment.

"Bibly Junior!" Billy gasped, throwing himself down beside the robot's remains. "Oh, Bibly Jr., you were so young, so innocent. Why did it gots to end like this? Why, Mandi? Why!?"

"It was just another one of the empress' robots." Mandi replied, still visibly shaken. "Even if it had taken us to the empress like it promised, we probably would have been killed the second we got there anyway."

"So, how are we gonna find the empress now?"

Mandi glanced down towards her simpleminded friend, a sad expression on her face, "When we were down in the mines you told me about a room full of clones, clones of yourself. Remember? Please Billy, I need you to show me where they are."

"The clones? I don't know where those guys are, and I'm not gonna try and find 'em neither. Geez, haven't you ever been in an empress' royal palace before? All the rooms look the same!"

Billy had a point, and Mandi could easily see that by looking down any one of the featureless, practically identical hallways branching out on all sides. Still, with their personal escort no longer in service, she didn't have any other choice. Despite the boy's constant complaining, she managed to get a hold of his sleeve, which was enough to drag him down the nearest corridor.

Mandi was halfway down the hall when she decided to make a left turn, then a right turn. Then another right. Dead end. She spun around, already hopelessly lost. Left turn. Had she been here before? Everything did look exactly alike, and with Billy struggling to break free behind her, it was hard to tell whether or not they were moving in circles. Fortunately, there didn't appear to be any more Mandy robots close by, though that didn't provide much comfort.

However, despite all this confusion, the ongoing maze of rooms and doorways was beginning to seem familiar to Mandi, even if she didn't understand why. She had never walked through these halls before in her life, and yet she was suddenly overcome by the strange feeling that she knew exactly where they were going. She was moving faster, almost running, changing direction without the slightest hesitation. Mandi couldn't have explained it if she tried, but somewhere deep in her subconscious mind she just _knew_.

"Can we give up already?" Billy whined, "My toe-ses hurt, and I'll probably die of starvations if we don't--" He stopped himself abruptly, allowing a droplet of drool to dangle from his open mouth. As improbable as it seemed, they were actually standing at the entrance of the imperial clone room. "That's, um…uh…really, duuuh…unlikely."

In all honestly, Mandi was just as stunned as he was, but the sight in front of her was too bizarre to ignore. Giant glass capsules surrounded them in every direction, neatly organized in row after continuous row throughout the room, though it wasn't the containers themselves that was she interested in.

Living inside each of the liquid-filled tanks were the empress' clones, chubby pink creatures hibernating peacefully in the gelatinous mixture that engulfed their entire bodies. Mandi's eyes widened; there must have been hundreds of them, each one a perfect replica of Billy, the only friend she had even known. It didn't take her long to realize that walking through a nursery of clones was more disturbing than fascinating, and she soon began to wonder what kind of fanatical obsession would cause anybody to create something of such magnitude. Apparently, Billy had left quite an impression on someone.

"Yeah, yeah here's all the clone me's." Billy said impatiently, "I know, I'm irresistible. Can you magically take us to the cafeteria now?"

"There's so many…" Mandi whispered faintly, watching the infant Billys bob up and down inside their clone capsules in an almost hypnotized trance.

"Wait a minute, you're not going to replace me, are you?" Billy asked nervously, his skin turning pale. "I promise, I'll do whatever ya ask, JUST DON'T GET RID OF ME!! I'll be good, Mommy!"

Mandi wasn't listening. Turning slightly to her side, she noticed a large sphere shaped machine in the center of the room and hurried over to get a closer look at it. Buttons, levers, and blinking lights of various shapes and sizes wrapped around every inch of the globe's smooth surface, giving it the look of an huge, multicolored disco ball. Despite its appearance, the sparkling piece of machinery was a vital part of the cloning process, controlling nearly every aspect of a clone's life, from creation to development to birth--exactly the device Mandi was looking for.

"This is the coolest video game system I've ever seen!" Billy exclaimed, "Are there two controllers? Can I play too? I wanna blow up some zombies, and beat up ninja badgers with a turkey leg, and run over old ladies with a stolen car…_in that order_!"

Mandi selected a button at random, paused, then carefully pressed down on it. Nothing happened. She stood perfectly still, as if desperately hoping that the infinitely confusing layout of the machine's controls would start to make sense the longer she stared at them. Oddly enough, it seemed to be working, and she pushed down on another button with a growing sense of confidence. The same indescribable phenomenon that had led her to the clone room was at work once again, guiding her fingers across the length of the control panel and its many switches. Some changed color when she touched them, some made noises, others didn't seem to do anything, but it didn't matter; she made every choice without a shred of doubt or uncertainty. Somehow, she actually understood what she was doing.

"You're starting to scare me, Mandi…"

Without saying a word, Mandi pulled down on one last lever, almost ripping it out of its socket in the process--this was the final step, she was positive. A burst of sparks shot into the air while the machine flickered on and off, releasing a wave of electricity that knocked her back a few steps. She could hear something moving above them, a low vibration surging through the ceiling on its way to the far end of the clone room. Everything went silent, though this was only the calm before the storm. Suddenly, a giant pipeline burst through the back wall, and another noise filled the air. It could have been the sound of tumbling rocks or rushing water, but whatever the case, it continued to get louder and more importantly, closer.

Eventually, a familiar-looking someone shot out of the tube and flopped onto the ground. He was followed shortly afterwards by a matching companion, and another, and yet another, until finally a steady flow of squirming bodies was spilling out onto the floor. Mandi had unleashed the Billy clones.

"Look at all those handsome devils!" Billy shouted. Mandi was speechless.

It was impossible to tell where they were coming from (definitely not from the clone capsules themselves), but it was obvious the flood wasn't going to stop anytime soon. There were too many of them to count, but clearly enough to fill up half of the entire room, with plenty more on the way. Thankfully, the outpouring of Billys was slowing down a little, and with a deep breath Mandi prepared to address the unruly crowd.

"Excuse me, um, everyone. Excuse me…"

Screaming nonsensical gibberish at the top of their lungs, the mob of clones didn't even notice Mandi, let alone hear anything she was trying to say. She needed to find a way to grab their attention, and with an extra boost from Billy she lifted herself onto one of the clone containers.

"Hey look everybody, it's Mandy!" One clone shouted, waving at the girl trying frantically to keep her balance.

'Hi Mandy!', the mob called out in perfect unison, as if the greeting had been in a single, ground trembling voice. Mandi looked down into the mass of Billy duplicates waiting anxiously for her to do something with blissfully stupid grins on their faces. Feeling overwhelmed and a little dizzy, the girl realized she had no idea what to say.

"What should I say?" She whispered, leaning down as close as she could to the real Billy.

"Say you like pie." He murmured back.

Without thinking, Mandi repeated the statement to her hyperactive audience, "Um, I like…pie."

"Mandy likes pie?! I like pie too! That's awesome!" One clone exclaimed with genuine enthusiasm.

"I love you, Mandy! You rock!"

"I want to have your baby, Mandy!"

"No Billy, I meant what should I say about standing up to the empress?" Mandi asked, kneeling down again.

"Whaddya mean by 'standin' up'?"

"I don't want to argue about this now." She said with a sigh.

"Okay, okay. Just tell 'em that standing up to the empress is their sacred _duty_."

Sweating profusely, Mandi slowly cleared her throat before turning around to face the multitude of pink noses for a second time.

"Hold on, dudes! I think she's gonna say some more stuff!"

"Let's listen intently!"

"I have something…very important to tell all of you." Mandi said softly, "I think it's everyone's duty, yours and mine, to--"

"She said doody!" Another duplicate cried out, "Oh my god, she said doody! That's classic!"

Every clone in sight burst into a fit of laughter, some joining in even if they didn't get what was so funny. Down below, Billy was giggling hysterically alongside the others, and with a frown Mandi folded her arms tightly against herself. Apparently, this had to be done all on her own.

"Listen up!" She shouted, surprised by the forcefulness of her own voice. The laughter died down in an instant, and all eyes returned obediently to the speaker with the pointy blonde hair. "Okay, I wanted to talk to you all about the Mandy robots…" She stopped herself. In order to make them listen, she had to think like Billy--what would he want? "The robots, they kinda look like me except, um…shinier. And their heads are full of candy and chicken heads and chocolate syrup and…oh, I almost forgot: if you smash enough of them, empress Mandy will feed you ice cream while giving you a foot massage."

"For real, Mandy?" A clone asked with tears in his eyes, "For real and for true?"

"Yes Billy, for real and for true." She replied.

"What are we waiting for? Let's go get that massage!!"

Using that as their battle cry, the army of clones charged down the hallway, leaving behind a trail of slobber. Explosions and other sounds of mayhem could already be heard in the distance, along with the shrieking call and blinking red glow of the alarm system setting itself off. Mandi jumped down from her pedestal and grabbed Billy before he could follow his hungry lookalikes on their path of destruction.

"Aww, I wanted a chicken head." He groaned miserably.

"We did it! I didn't think it would actually work." Mandi said with a smile, "But I need you to do one more favor for me. I want you to find a way back to the mines so you can tell the miners about everything that just happened here in the palace. Please, Billy, we're almost there."

"What about the empress?"

"It will all be over soon, I promise. Just a little bit longer and everything will be made right, but you have to hurry now. You know I'll be waiting for you when you get back.

With that, she gave him a light kiss on the cheek--at least that's what it was supposed to be. It was really more like a gentle head butt, but Billy understood the intended gesture. With his face reddening, he began to hobble away. To where, he had no idea.

**Uhhhhh, I can't believe it's almost been two months since the last chapter. Not happy about that. Nope. Anyways, that's chapter eighteen. The writing style is kind of weird, but that's what happens when I wait this long…I gets out of rhythm.**

**Dendarang--I actually have no intention of answering your question from your last review, but I just want you to know that I wasn't ignoring it. :) And it wasn't a dumb question, by the way.**

**Well, thanks for reading. The next one will come out much sooner. Seriously, I'll try!**


	19. Converging Realities

**It's the nineteenth chapter. Yes it is.**

Mandy's Metropolis 

Chapter 19: Converging Realities

(it probably wouldn't hurt to skim through the previous chapters to refresh your mind. It probably wouldn't help either)

The mere thought of rebellion was inconceivable, something that could never happen, something that _would_ never happen. For centuries that word had never been spoken out loud, there was simply no need to. And yet, the Mandy robot found itself sprinting to the empress' private bedroom with that same unimaginable message. The empress, in her eternal wisdom would know exactly how to handle the situation, it thought, she always has. The armor plated security doors were already unlocked, and without hesitation the robot rushed inside the dark, gloomy chamber. The empress had not moved since it had last seen her, staring up into the sky through the room's solitary window, just as she had been before.

"Your holiness, a violent uprising of escaped clones has occurred inside the palace." The sentinel announced hurriedly. Usually, it would have asked for permission to speak in the empress' presence, but these were urgent circumstances. "I suggest we take action immediately."

The empress stood with her back facing the robotic messenger. She didn't utter a single word.

"Empress, we require your divine guidance." The machine stated in a slightly higher pitched voice, "The clones have already caused an alarming amount of damage. Your immediate attention is needed before the situation spirals out of control."

The empress' body remained rigid and motionless. Once again she had no reply.

"Your holiness, the Billy clones are on a rampage throughout the palace." The bot explained, becoming increasingly distressed. "We're useless against them without your help. Empress, your bodyguards refuse to take any action unless they receive direct orders from you personally. Without them, the entire palace will be overrun with clones, there's just too many of them. They're destroying everything, wiping us out one by one. They never stop! We beg you empress, end this before its too late. Please…do something!"

The machine's arms hung limply at its sides. The empire was in peril, a time when the empress was needed more than ever, and she had absolutely nothing to say. This wasn't possible, that couldn't be her decision. At that moment, the Mandy robot was struck by something none of its comrades had ever really felt before: fear--fear for the empire that was supposed to last until the end of time, fear for the empress. There was nothing more it could do. Thoroughly defeated, it faded slowly into the shadows without making another sound.

The empress was alone again. 'Alone', she almost said the word out loud. Mandy had been alone her entire life. Turning away from her view of the night sky and the city that lay beneath it, she gazed down at the ragged old hat cupped gently in her hands, its color faded long ago.

* * *

All things considered, the day hadn't been as utterly hellish as usual, that was something the Grim Reaper had to admit. It certainly hadn't been filled with excitement either, at least not by the angel of death's standards, but an entire day spent slumped on the couch was infinitely better than the dreaded alternative. And so, while he wore a bored, listless face while the glow of late-night television shown against his bones, the reaper was quite content. After all, he was free from the wretched friend-slaves that had sentenced him to an eternity of misery, at least for a short while. A very short while, apparently.

With her usual lifeless expression, the young blonde girl who shared the fiercest of Grim's hatred marched into the room and seated herself on the opposite side of the sofa. Without a word, she ripped the remote control from his bony fingers and immediately changed the channel.

"Where have you been?" Grim asked through a clenched jawbone, more out of obligation than anything else.

"That's really none of your business." Mandy answered after a short pause. "But you are getting better at faking interest, bonehead."

The reaper folded his arms across his chest. It had only been a minute or so, and already the little demon child had made him unbelievably irritated. It took a moment for him to swallow his rage and continue the 'conversation'.

"What kind of sick garbage are you subjecting me to?" Grim asked, gesturing towards the television.

"The Monkey Butt Face Show." Mandy quickly replied.

"Hmm."

For a while, neither of them spoke, giving Grim a chance to silently wallow in his own suffering. This would have continued that way for the rest of the night, had it not been for a breaking news story flashing across the T.V. screen.

"We interrupt this program to inform you that authorities have pinpointed the location of a wanted criminal. Mandy, uh, the last name doesn't appear to be written here…but city resident Mandy is wanted on a number of criminal counts, including vandalism and assault on a police cruiser and an innocent school boy, who was comically and tragically thrown into the front window of a parked car. The accused is considered to be armed, dangerous, and yet oddly cute. Endsville police should be surrounding the criminal's hideout right….wait for it….now."

"What did you do, _Grim_?" Mandy growled, ripping a sofa cushion in half.

"Don't look at me, girl, I'm not the one who went psycho on the entire town!" The reaper snapped, jumping up to pull the curtains away from the living room window. "For the love of Jebus, the entire police department is waiting on the front lawn!"

"_**We have the premises surrounded**_," Came the thunderous voice of someone on a megaphone, "_**If you don't surrender peacefully, we'll be forced to….**_what are those big clubby things called? Batons? Really? I thought they were called maces. Really? Huh….._**Yeah, so, we'll be forced to beat you with our batons….and that really hurts.**_ I still think they're called maces, Fred."

"Come and get the little demon child, she's right here!" Grim shouted, waving his arms in front of the window. "You better bring the attack dogs, she says she won't leave the house alive! Please, I don't feel safe with dis maniac!"

"Shut your face, Grim." Mandy snapped, clenching the reaper's hand in her own. "Come on, we're going somewhere where I can hurt you without being interrupted by a bunch of idiots playing cops and robbers."

"Me bones, me beautiful bones!" Grim shouted to the sound of cracking knuckles as he was dragged down the basement steps. "What did I do to deserve dis?"

The front door was kicked open the moment the basement door slammed shut, and Endsville's 'finest' burst into the house covered in body armor, which was rather unnecessary given the circumstances.

"Hey, Billy must be having a sleepover." Billy's overweight father exclaimed, realizing that a squad of heavily-armed men were standing in his living room.

"They got an attack walrus, captain! Whadda we do!?" Screamed one panicky officer.

"Taser that son a' bitch!"

"Well boys, just remember to wipe your feet and I'll tell Billy that--OH MY GOAARGGGGGGGGGGG!!" Harold was cut short by the sting of a military-grade taser, and he fell to the floor in a heap of singed blubber.

"That was some mighty fine taserin', Sergeant Skippy. Mighty fine taserin'."

"Thanks, Captain, it's all part of the job. I'm just glad they taught us those walrus defense courses at the academy."

"Alright men, listen up." The captain shouted, gathering his troops. "We're dealing with a ten year old girl and her decrepit, skeletal grandmother, so shoot to kill. Now, I want this house torn open from top to bottom. Closets, cupboards, dresser drawers, toilets, everything! And if you happen to find any skimpy ladies clothing, make sure to bring it to me personally."

"Uh, Captain, we got a message from the mayor's office last week, they say we're not allowed to do that no more."

"That hasn't stopped us before, now let's go get them panties! Uh, I mean criminals….um, JUST GO AND SHOOT SOMETHIN'! WOO YEAH!"

From the musty basement, Mandy and Grim could hear the mayhem unfolding on the floor above them as the police began their questionably invasive search.

"Listen Grim, if I find out that you framed me, I swear Hell will seem appealing when I'm done with you." The demon girl whispered, seething with anger.

"I told you, I had nothing to do with it!" Grim retorted, digging through his magic trunk. "I know that snot nosed cretin had something to do with dis. He couldn't even go one day without reminding me how much I despise this life!" The reaper's eye sockets widened, "I knew it! My seeing stone is gone! He must of stolen it while I had me back turned. Oh, that wretched bastard child!"

The unmistakable sound of a battering ram smashing against wood echoed throughout the cellar.

"Seeing stones?"

"Crystal balls to you mortals, like this one." The reaper explained, pulling a small glass sphere out of his cloak. "They have the ability to transcend time and space, even distort the very fabric of reality. Billy must have used one, and then somehow gotten you in trouble with de police somewhere along the way."

The battering ram struck its target again, causing the foundation of the house to tremble.

"Can you use that ball to find out where Billy went?" Mandy asked.

"I could, but the glass is so cloudy I can't see I a ting. If we're lucky, he transported his stupid little self into the middle of a hurricane. We could use this stone to take us there even if the one Billy used was destroyed, but I wouldn't even tink of doing that."

The ram came crashing down once again.

"You might want to start thinking about it, Grim."

"I don't think your catching on to the morbid images I'm dishing out here, girl. Billy could be in any time or place in the entire universe. Who knows what disgusting, horrible world he could have gotten himself into. I say we the leave the boy to his own gruesome death."

In a burst of wooden splinters (all long enough to impale someone), the basement door fell over on it's side and slid down the basement stairs to the cement floor, followed quickly by a stampede of marching feet.

"As much as I agree with that statement, I don't think we have much of a choice." Mandy replied, her voice becoming louder.

Grim glanced down at the crystal ball, then up at the police officers closing in on them.

"I'm never going to forgive myself for doing this." Death whined, gently rubbing the object's smooth surface. "Here, put your hand on the stone and don't let go. Ugh, I hate you all so much!"

With that, they disappeared, leaving behind a squad of extremely confused cops.

"Way to go, Captain. All we had to do was find a little girl, and you let her get away. Nice, the Endsville papers will have a field day with this one."

"Hey Bob, shut the hell up, okay?"

**Hey, I'm back from a really long hiatus! Wooooo….wooo…woo. Yeah. I know that was a really long time. Oh well, what matters is that chapter 19 was submitted, I guess. Whoa, Billy and Mandi weren't even in this chapter….weird. Well, hopefully this story finds its ending eventually. By the way, it's good to know that there are some people out there who still care. Bye for now.**


	20. Twilight of an Empire

**When we last left our story…stuff….was happening. More stuff is about to happen.**

Mandy's Metropolis

Chapter 20: Twilight of an Empire

"On behalf of the empress, we demand that you all surrender yourselves and report to the nearest incinerator." Ordered one battle-scarred Mandy robot, who stood shoulder to shoulder with a squad of its robotic comrades.

"Hey, more metal guys!" Screamed a Billy clone, "Let's rip their heads open and feast on their brain goodies!"

"It is imperative that you all--" The robot barely had time to react before it and its counterparts were pummeled by the onslaught of swarming Billy clones, who began enthusiastically tearing the machines limb from limb.

Mandi stood in the center of the corridor, head cocked to the side, a puzzled expression on her face. It had happened so quickly, been so oddly simple, that it was nearly impossible to believe that she had single-handedly orchestrated the only successful rebellion the Mandy Empire had ever seen. Nevertheless, she could hardly be called the leader of the uprising. She had lost control of the Billy army the moment they began their rampage through the palace, and the notion that she had any power over them whatsoever was merely an illusion. She could only pretend that they actually followed anything she tried to tell them.

"LOOK AT ME, I'M A MALE BALLERINA!" One cloned exclaimed, spinning gracefully through the air before shattering through a panel of glass.

The chorus of mayhem and destruction could be heard all around. Clones giggled and screamed while fires raged through the hallways and explosions tore through the palace walls. Another group of hyperactive Billy clones seemed to appear out of nowhere with every passing moment, storming into every room, passageway and crevice in the entire building (the cafeteria and supply room had already been ransacked, picked clean and abandoned).

"Wanna see me light my nose hairs on fire?" Asked one clone that had been clinging to Mandi's side since the beginning of the revolt.

"Um, no thank you." Mandi replied as politely as she could.

"Your hair reminds me of cotton candy." The Billy clone continued, his mouth watering. "Can I chew on it?"

Paying no attention to the clone and his bizarre request, Mandi made an attempt to organize her 'army' , "Okay…uh, everyone, don't waste your energy. Stay close together and concentrate on finding the empress." Unfortunately, by this time the horde of Billys had become so wild that they disobeyed even her orders.

"Ya know, you have a real pretty face." The persistent Billy copy said softly, pressing his nose against the blonde's chin in an attempt to be suave.

"I'm flattered, but….isn't that a soap scum flavored ice cream cone over there?" Mandi asked a little uncomfortably.

"Soap flavored? Where!? I wants it!" The clone exclaimed, sprinting in the opposite direction. Thankfully, Mandi's little plan had succeeded.

Liberated from her irritating but well-meaning stalker, Mandi was free to explore the insides of the palace. Without realizing it, she had wandered into a large, dark room lit only by a faint red glow. A sharp chill flowed through Mandi's body, and a feeling of dread suddenly came over her. She could hear something behind her, something breathing softly, slowly moving along the ground towards her. In an instant she knew she was no longer the only one standing in the room.

Mandi turned around and looked up into the slanted crimson eyes watching over her. The creature towered over her trembling form, its arms stretching from one wall of the room to the opposite side. The terrified girl could feel a thick liquid oozing over her shoes, but she remained perfectly still, frozen in the unblinking gaze of the monstrosity before her. Somehow Mandi knew she was looking into the eyes of her supposed mother, the empress.

"Do not be afraid." The empress called out in a shockingly gentle voice, "I've been waiting for you. I'm very pleased that you found me. I was certain you would."

Mandi's quivering lips opened slightly, then closed again. The empress drew closer, lowering herself down to the girl's height as best she could.

"You've met him, I know this." The empress whispered, her teeth reflecting the light of the room, which matched the color of her eyes. "He has spoken to you, I know he has. You care very deeply for him. You have no idea how fortunate, how immensely _blessed _you are. In fact, I don't think you can even begin to imagine." Mandy the Merciless closed her eyes, and lifted away from the startled blonde. "He will soon forget the past, forget me. That is exactly how I want it." Breathing heavily, she dropped a worn old cap into Mandi's arms. "Take this, I have no use for it anymore. It has become a heavy burden on me, one that I no longer have the strength to endure. Still, I beg that you keep it safe, always. Not for me but for…him. It is all I have left."

With that, the ruler of all mankind began to slither towards the doorway. "It is time for me to leave you now. Finally, an end will come to this….abomination. Finally, my pain will be lifted. I am tired, very tired. My only wish is that I…..fade away, become forgotten. All I ask of you is that you tell him nothing of this. He won't understand, and I hope more than anything that he doesn't care. I am too weak to tell him myself. I cannot even bear to look him in the face." The empress quickly turned around, "Only now, at the very end, do I see things the way they really are. I have nothing more to say. Goodbye."

She was gone, just as suddenly as she had appeared, and Mandi was alone again.

* * *

"It's hard to imagine, but if it hadn't been for your last second brilliance, I'd be enduring the horrors of dull suburban life instead of being stranded here in a desert wasteland." The Grim Reaper muttered, spewing sand from his jawbone. "I don't know what my life would be like without you, child. I really don't."

Although their journey had seemed short enough, the reaper and his truly frightening accomplice had passed though century upon century, eventually finding themselves standing in the middle of a raging sandstorm just outside the city limits of the only civilization remaining on Earth.

"Whine and complain all you want, Grim, It's already gotten us _so _far." Mandy replied, trying her best to protect herself from the stinging gusts of wind. "Anyway, I think we've found our idiot."

Billy was, in fact, lying not very far away from them, his face buried in the sand. Before Grim could blink, the young blonde had already seized her prey.

"I don't remember giving you permission to leave my sight, you pathetic sack of fat." Mandy growled, shaking the nearly incoherent boy back and forth. "I knew I should have made Grim build you a cage."

"Mandi….Mandi…." Billy groaned, growing limp in the arms of the fearsome girl

"I'm right here, idiot." Mandy snapped, slapping the boy across the face. "And if you had something to do with getting me in trouble with the law, I'll rip out your nose and put it somewhere. Somewhere that isn't comfortable."

"….the empress. T-the clones….the rebellions…so many handsome clones….."

"Empress? Clones? Rebellion…" Mandy trailed off, letting Billy fall back into the sand. She jumped up suddenly and squinted into the distance, although the whirling clouds of dust made it difficult to see anything at all. Slowly, the blurry figures on the horizon became to take the form of towers and skyscrapers, coming into to focus one by one. Soon, the empress' palace emerge out of the fog, and there was no longer any doubt in Mandy's mind that she was kneeling in the shadow of Mandy the Merciless' empire. _Her _empire. "What do you think you're doing here?" Mandy hissed, grabbing Billy by his nostrils. "Trying to sabotage my destiny behind my back? You really are as stupid as you look if you thought you could betray me without paying the price."

"Mandi…I need to get back to….Mandi."

"I'm not going anywhere, Billy, believe me." Mandy whispered, smacking her victim once again. "Now you better stop muttering my name and start giving me an explanation or I swear--"

"I hate to interrupt this touching moment, but I think we've found what we came here for." Grim shouted, scraping dust out of his eye sockets. "I say we get out of here before I get brave enough to leave you two behind."

"Grim, take us up into the city. Now." Mandy order, rising to her feet.

"But I don't wanna!" Grim whimpered, his voice cracking.

"Listen to me, bonehead." Mandi retorted, grabbing the reaper by his cloak. "I _own_ you, and if what the stupid said about a rebellion is true, then I'm not going to risk losing my future empire just because you don't 'wanna'. If you don't do this, you'll regret it for the rest of your pointless excuse for a life, I'll personally make sure of that, Grim."

The Grim reaper looked into the scowling face of the young girl, his sworn enemy--evil incarnate. He winced, as if struck by some sudden pain, and raised his scythe. A ray of light sprang from the blade and a giant bubble appeared around him and his two 'best friends', shielding them from the desert storm. Still encased in this floating sphere, the trio was slowly lifted above and barren landscape.

"I loathe you." Death muttered.

* * *

Even from more than a hundred feet away, it was clear that the empress' city was in turmoil. Plumes of smoke billowed upwards from buildings surrounding the palace, which was itself burning from the inside out. Hoping to avoid getting swept up in all the chaos, Grim steered away from the clone-infested palace and instead chose to land on the rooftop of a nearby skyscraper.

"That's funny, I thought I told you to take us to the palace, Grim." Mandy exclaimed in false astonishment.

"You want me to go into that deathtrap?" Grim replied, stepping to the side just in time to avoid being crushed by the engine of a falling aircraft. "Can't you see those things out there? One Billy is torment enough. We'd stand a better chance of living by jumping off this building then by going in there!"

The reaper wasn't necessarily exaggerating, either. The plague of mindless clones was spilling out of the palace and into the center of the city, with the same predictably disastrous results. Thousands of clones could be seen climbing up and down the surface of the war torn palace, a building once thought to be indestructible, and their numbers were growing larger by the second.

"Mandi…I'm…sorry…" Billy murmured, struggling to keep his balance.

Mandy would have hit the delirious boy again, but something above them had immediately grabbed her attention. Some enormous object, bigger than any Billy clone, had come crashing out of one of the eye-shaped palace windows and was hurtling down towards the roof of another building. It landed in a downpour of broken glass, laying motionless, and to Mandy's surprise a dark liquid began to seep out from under it. Looking more carefully, she realized it was a body. A body that lay broken on the cold ground, finally at peace, its greatest desire fulfilled at last. Mandy didn't need to see anymore, she knew almost instantly whose final moments she had just witnessed. The empress was dead. After reigning over mankind for hundreds of years, Mandy the Merciless had been defeated.

Mandy stared up at the palace, the symbol of immortality built in her own image, then lowered her head, "Grim, I will ask you one last time to take me into the palace…"

For someone who had recently watched her own violent death, Mandy sounded amazingly calm.

"But child--"

"That's enough out of you." She whispered, walking toward the cloaked skeleton. "You'll take me there, and you'll take me there because I told you to. If the throne to my empire is empty, then I'm going to make sure it falls back into the right hands, even if I have to take it myself."

"But Mandy," Billy exclaimed, slowly regaining consciousness. "If you become empress now in the future, I means the present, then that means you wouldn't be there in the past to become empress to begins with, which means you'd have no reason to take back the throne anyway, which means you _wouldn't_ stay in the future which means you _would _be there in the past to become empress which means….hey, I want some presents, and the…and, and, and the flying turkey man…and the wienerschnitzel, so much tasty wienerschnitzel…and the premature ah-suffocation, um, and the, uh, the…duuuuuh…the…ya know, something like that."

"As much as it kills me inside to admit it, I think the boy has a point, even though a brain dead ape with a speech impediment could have explained it better." Grim replied, "Time travel is a dangerous business, Mandy. You have no idea how much one mistake here could change the universe as we know it."

"Listen to me, and listen to me carefully." Mandy said through gritted teeth, "This is _my _future, _my _world, do you understand? I will do anything to make sure that it stays that way, and if you really think you can stop me, then you're about to be hopelessly disappointed. So, you can either swallow your meaningless pride and help me, or learn a excruciatingly painful lesson in reality. I hope you choose wisely, Grim."

All but emasculated, the defeated Reaper took one look at the infuriated blonde, blinked, then obediently lifted up his scythe.

"I hate you so much. Both of you. I really do."

_Though you ride on the wheels of tomorrow  
You still wander the fields of your sorrow._

**Oh mah geed, the empress is dead!!!!!!!!!111111 What's gonna happen now?**

**This chapter is….well, decide for yourselves. Just to clear things up, Billy was on his way to tell the miners about the clone rebellion, just like Mandi told him to in one of the previous chapters. How he even made it that far out of the city, I don't know, but he obviously wasn't able to make it through the desert. That's where Grim and Mandy come in.**

**By the way, in the original draft I wrote for this story, after finding out about the clone rebellion, Mandy orders Grim to take the three of them to the shadow world in order to raise an army of Shadow Billys, which she of course wants to use to fight the clones. Along the way Billy is kidnapped by Shadow Mandy who does….horrible things to him, etc. etc. etc. The point is, I decided a while ago to take it out entirely because I felt it just wasn't necessary and it didn't fit the plot. So, you guys dodged a bullet. Maybe I'll turn it into a oneshot someday.**

**Anyways, thanks for reading and such. If you have any question about the empress (example: what the hell was her problem?) feel free to contact me. I'll take the time to clear things up for you. Seriously, I will. I actually freakin' will, that's how empty my schedule is (aside from a few important responsibilities). Thanks again.**


	21. Uber Alles

**This is all part of an elaborate experiment to see if anyone actually still cares enough to read/review this story even though I haven't updated it in a million years. So… anyways, just to recap (because I know no one remembers what happened in the last chapter): the Billy clones are on a rampage throughout the city, the Empress is dead, and Mandy wants Grim to take her up into the palace to reclaim her throne. Yeah.  
**

Mandy's Metropolis 

Chapter 21: Uber Alles

Levitation was a skill that took great concentration, and although the Grim Reaper and his two companions were floating just above the carnage of the clone rebellion, something else had caught his attention. Down below, the entire assembly of the empress' imperial guards had gathered around their leader, whose lifeless face had been ceremoniously covered over by her own cloak. Fanatically loyal even to the end, the soldiers stood facing away from their fallen goddess, perfectly still, with their heads slightly bowed. Despite their calm and meditative appearance, the machines stood ready to lash out at anyone foolish enough to approach the empress' body. Moving anywhere near them would be suicide.

Before Grim could turn around, a clone landed heavily on top of his skull, "HEY GRIM!!!" It shouted, latching on to the his eye sockets. "Whatcha doinnnn? I wanna fly around and play Peter Pan too! Can I be Tinklebell? Puh-leaaaase?"

"Damn you, boy, I can't see a thing!" Grim shouted, desperately trying to knock the unwanted pest off of him. "You're going to kill us all, you imbecile!"

No longer able to control his power over gravity, the reaper began to swing from side to side in midair, bringing his three passengers with him. They began to plummet downwards, then stopped and were lifted up again, only to begin freefalling once more. This nauseating cycle continued for a while before Grim and the children finally collided against the Palace's sister tower and fell safely onto a metal ledge (with the exception of the clone).

"I love you guys, see ya later…." The Billy replica screamed, his voice growing fainter as he fell to his death.

"Who was that mysterious fine-lookin' guy?" Billy asked, getting no response.

"Alright Grim, no more excuses." Mandy hissed, "My throne is waiting for me in the palace, and if we don't go there now you'll have much more than just mindless clones to worry about."

"Magic doesn't work like that, I need some time to rest." Grim gasped, trying to catch his breath. "I'm not some kind of machine you can just turn on whenever you want to! I'm not staying another second out here on this hell on earth, either. We'll move inside this other tower to rest, then go from there. Come on, I think I see a door right here."

Mandy folded her arms across her chest and glared up at the messenger of death, blinking her eyes only after deciding that the skeleton was telling the truth and really did need time to replenish his power. The sleek silver door of the building opened with the touch of Grim's bony finger tips, and the enraged blonde reluctantly followed him and Billy inside.

* * *

"Alright, are there any more Billys in here?" Grim shouted, "Because I don't want another one jumping on my head again, especially while he's wettin' himself. I get enough of that from the original Billy at home."

Unlike the rest of the city, the inside of the tower appeared to be free of any berserk clones, and the only sound that could be heard was the echo of Death's voice as it traveled up and down the spiral stairway growing out of the center of the room like some kind of misshapen steel vine.

"Billy?" Came a small voice from up above, startling the Reaper and his two companions. Somewhere on the staircase, more than a few stories up, a pair of emerald green eyes were watching them intently.

"Mandi!" Billy exclaimed, stumbling up the stairs as quickly as his stubby legs could take him. "I was scared that you might have asploded!"

The blonde would have said something reassuring to the worried boy rushing clumsily towards her, but she found it almost impossible to look away from the young girl in pink staring right back at her from below.

"Billy, is that…."

"Yeah, yeah, Mandy with a 'y', I'll introduce you in a second, but are you really ok?" Billy panted, resting his hands on his knees while he gasped for air. "Is there anything I have to kiss to make feel better? 'Cause that would be awesome!"

Mandi blinked. The same hair, the same flimsy head band, the same face. Her face. The empress' face. A perfect copy. "Billy…I, I have to go….I can't…." She whispered, turning away from him before crawling slowly up the flight of stairs.

"Hey, wait for me! I gots to take a whiz, too!" Billy shouted, taking in a huge gulp of air, then stopping a moment to shout down to his bewildered friends. "I'll see you guys later, ok? Then you can meet Mandi with an 'i'! She's a nice girl. A little on the quiet side, but I think you'll likes her 'cause her hair smells like cinnamon. Bye! I love you, Grim!!!"

The boy's footsteps grew fainter and fainter until only a tiny speck could be seen climbing skyward through the endless procession of stairs. Suddenly abandoned by their odd little comrade, Grim and Mandy could only look at each other in stunned silence.

* * *

"Where in the name of all that is unholy are you taking me, girl?" The Grim Reaper cried out, no longer able to hide his increasing frustration. "It feels like we've been wandering around this horrible place for an eternity. It hurts to say it, but we should have followed Billy when we had the chance. At least he seemed to know where he was going."

"Did you see that girl he was chasing after?" Mandy asked, completely ignoring Grim's original question.

"Her? It would have been pretty hard not to notice her." Grim replied, "But why does that matter?"

"Why does it matter? She looked _exactly _like me, you idiot." Mandy hissed.

"Hm. Seeing how twisted this world has become thanks to that empress of yours, a Mandy clone is hardly the last thing I'd expect to see around here. The empress probably just got bored of making Billy copies and decided to throw herself into the mix. I don't know why you're so worked up about it. But more importantly, do you even know where we are? I think we've been passing through the same hallway over and over again."

"I still don't like it." She muttered, "And just so you'll shut your face, I'm looking for the tower's control center. Just in case you don't know--and I know you don't--this building provides the sole power source for the entire empire. If I can find the master computer, the source of all this power, then it'll only be a matter of time before this city becomes mine again--just like it always should be.

"Alright, wait a second. How do you know all that?"

"This is _my _empire, bonehead. Remember that magical crystal ball of yours? The one that could see into the future? Well, I've been using it to check in on my future civilization every once in a while just to make sure things keep going smoothly. It's proved to be a very useful little piece of information. More than you ever could be, at least."

"Insufferable she-devil." Grim muttered, his bones trembling in quiet rage.

"Hold on a second." Mandy said, stopping abruptly. "What do we have here?" A severed Mandy robot arm lay at her feet, its rigid fingers still clasped tightly around a silver-plated handgun. "This might make things a little easier in case one of those balloon-nose freaks shows up." She whispered, placing her hand around the cold, polished surface of the weapon, which felt satisfyingly heavy as she lifted it up.

"This has got to be some kind of joke! What do you think you're going to do with that thing, honestly? It's beyond ridiculous! I mean, seriously--"

"HI MANDY!!!" Shouted an overly enthusiastic Billy clone, who had apparently been hiding just around the corner, waiting patiently for someone to pass by. "I'm gonna give you the biggest, choke-iest hug ever, you mean ol' girl, you!"

Mandy watched calmly as the spitting image of her intolerable best friend lunged towards her, a thick thread of drool dangling from his mouth. She looked into his beady eyes, twinkling with uncontrollable joy, and yet lifeless all the same. With a steady hand she raised her pistol and took aim. Her finger slid into place on the trigger, and her lips curled into a slight grin, if you could even call it that. She had dreamed about something like this before, and her only regret was that she didn't have more time to savor the moment.

A sudden burst of white light flashed across the blonde's face, and a deafening 'pop' clanged throughout the narrow hallway. Mandy didn't flinch.

The clone lurched forward, stumbling over his own momentum as he crashed to the floor, a smile still frozen on his face. Grim's jawbone clamped shut, the sound of gunfire still echoing in the corners of his skull. A chill rose up his skeletal frame while the clone squirmed across the ground, sending out a piercing cry that barely sounded human. After somersaulting back and forth around the hall, the poor creature finally accepted his fate and rested limply at Mandy's feet, a pool of dark liquid seeping out from beneath him. The Reaper had seen a lot during his long career, but the brutality of the kill he had just witnessed (not to mention the cold, unpitying demeanor of the killer) was a disturbing sight even for him.

"That was satisfying." Mandy said, her voice devoid of any sense of remorse. "Anyway, what were you saying before, Grim? I believe you thought something was ridiculous, am I right?"

"Um, well, I just meant that, uh…" The Reaper mumbled, pressing himself against the wall in an attempt to make himself as small a target as possible. "Nothing, child, I didn't say anything. Just…point that thing somewhere else, okay? So, let's go find that control center of yours…without shooting anyone else on the way, please?"

"I'm not making any promises." The blonde bluntly replied. "Now come on, I have a feeling we're getting close. And I don't want to hear any whining from you either, or I might start feeling a little trigger happy."

Grim nodded slowly and didn't say a word, just like the humble servant he was supposed to be. What was there left to say, anyway? With a long sigh he continued to obediently follow the girl down the pathway, stepping carefully over the extinguished clone so as not drench the edge of his robe in blood.

It didn't take much longer for the Reaper to grudgingly accept that Mandy's intuition had proved correct, because the purgatory of endless hallways had miraculously come to an end. A small room, circular in shape, loomed just ahead of them, its tight confines pack with glowing monitors and electrical equipment. If this wasn't a control center, then Grim didn't know what else it could be.

"Here it is, just like I knew it would be." Mandy said, her voice louder than usual. "See Grim, if you weren't such an simpleton you would've trusted me from the beginning."

"I know, I know, I'm a worthless insect, right?." Grim muttered, "But does this room really power the entire city? Seems like a waste to build an entire skyscraper just to house this tiny thing."

"Please stop talking now." Mandy replied, approaching what appeared to be the largest control panel. "Of course this isn't the main computer, it's just a command center. One of them, at least. And yes, you are a worthless insect."

A warning message began to flicker on one of the computer screens, and a female voice could be heard from above, "This is a restricted area. Authoritarian is required to access this equipment. Please place your hand on the surface of the monitor for DNA analysis. Any intruding Billy clones will be bludgeoned to death on site."

Mandy glanced over at Grim, who could only shrug, before following the voice's orders. She moved cautiously, her heart pounding anxiously as she stretched her hand forward. Although she had made it this far, she honestly didn't know what to expect next, and a genuine sense of fear welled up inside her. However, as usual, she was easily able to hide her emotions.

A chime sounded and a green light pour into the room "DNA analysis complete. Welcome, Empress. We thank you for honoring this facility with your glorious presence."

"Well, that was easy." Mandy muttered, regaining her usual composure.

"Glorious presence….that's the stupidest thing I've ever heard."

"Alright, let's see what we can do here…" The blonde whispered, examining the rows of buttons laid out beneath her finger tips. It was a fairly straight-forward configuration, very similar to the keyboard controls she was used to using in her own time. Within a few seconds she was quickly tapping buttons, navigating from page to page of the program with ease. "'Operation Uber Alles'--this sounds interesting." Mandy said aloud, scanning the screen with deep concentration, her eyes narrowing as she read each sentence. She turned around suddenly, her hands clenched at her side and a look of intensity on her face that Grim had never quite seen before.

"Grim, we need to find Billy. Right. Now."

**Well, I was thinking about submitting one big final chapter, but I decided to cut it short here because it seemed like a good place to stop. We'll see how far the story has progressed when I finish the next chapter. :)**

**Mandy hisses a lot....  
**


	22. Revelations

**This was originally going to be all one chapter--the final chapter, in fact. But…I figured it had been way too long since I've updated this, so I decided to submit most of what I had written down already as the **_**second **_**to last chapter. Yep. *Note: if you don't remember any of the previous chapters, a lot of this won't make sense. Or rather, even less sense.***

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* * *

  
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Mandy's Metropolis

Chapter 22: Revelations

Billy was exhausted.

Following after Mandi, simply as it seemed, had turned out to be quite a grueling ordeal, and had the chase gone on any longer, the boy probably would have collapsed. Just trying to stay within seeing distance of the blonde was proving to be an epic struggle, and Billy quickly found himself running at full speed just to keep from being left behind. The girl, on the other hand, was moving swiftly and effortlessly up the narrow staircase, never slowing down, never stopping, not even to look over her shoulder.

Fortunately for Billy, the spiral stairway eventually led them upwards and into the center of a large room, where Mandi's feet suddenly came to a stop, allowing him some much needed time to fall into a puddle of his own perspiration and recover.

"I…I finally caught you…" Billy managed to say, gasping for air. "No one can out run….the Billy…the Billy.…uhhh, my feets feel like mashed spa-ta-toes."

He tried standing up, but the slickness of the sweat covered floor made that rather difficult, and he immediately fell onto his back. The impact knocked the wind out of him and he was forced to take another few minutes to catch his breath. After recovering once again he made yet another attempt to rise to his feet, although that too resulted in a painful trip back to the ground. This process continued a couple more times before Billy finally learned his lesson, wisely choosing not to go for a fifth try, which would have most likely ended in failure as well. Instead, he tried to get an idea of where Mandi had taken him exactly, his eyes darting from corner to corner of the dark room. Its massive size seemed to indicate that it had some special importance, however as far as he could see it was practically empty. The only noticeable exception was what appeared to be a small chair high atop a metal platform at the other end of the room. It reminded him of the same throne he had seen the empress use, in fact other than their size the two seats were identical in shape and design.

"I wonder how the empress fits her slug butt in that thing…" Billy whispered to himself, scratching his head.

Mandi had yet to say anything to her incapacitated friend. She sat just off to the side from him, legs tightly crossed, her head held low. Her lips were moving incessantly, and Billy could hear her mumbling something, although he couldn't quite make out the words.

"Umm, Mandi? You know I hates to interrupt, what with you actin' crazy and all, but could I get a little help?"

The blonde jolted up at the sound of Billy's voice, as if awoken from a deep sleep. Wincing for a moment, she leaped to the boy's side in one fluid motion and dragged him as far away as possible from the puddle of sweat and slobber (and possibly urine) before lifting him up.

"Tee hee, thanks." Billy said, giggling stupidly. "If it hadn't been for you, I would have died down there, just like those old ladies in those commercials everyone hates! But anyways, why'd you run off to this place? I don't see any bathrooms 'round here or anything…"

"I came here to hide….after the clones escaped." Mandi replied, turning away. "It was the only room they hadn't broken into. I was safe here, but then I started to worry about you--where you were and if you were okay. I went down the stairs to go follow after you, but then…I saw…"

"My irresistibly hun-kay self?" Billy suggested.

"No, _her_." Mandi answered, her voice weakening.

"Her? You mean Grim? I know it looks like he's wearin' a dress, but cut the guy some slack, he doesn't have a--"

"No…." Mandi whispered, flinging her arms around the boy. "I-I'm sorry…I didn't mean for any of this to happen. I'm sorry that I ever forced you into any of this."

"Hey, you don't gots to be sorry for anything!" Billy exclaimed, "I love risking my life in terrifying adventures with my friends. I do it, like, all the time!"

"It's my fault, all of this is my fault." She murmured, her face buried in Billy's shirt. "It's the clones…I thought I could lead them, I actually thought they would _listen_ to me. I never stood a chance. If I had known they would be so violent, so uncontrollable…"

"Mandi, it's okay, reallys! Whaddja expect? Me and my clones are just wild, untamed animals is all. Like a were-donkey or a hobo. Or a were-hobo! It's cool, you can stop gettin' tears and snot on my clothes now."

"I've been so stupid." The blonde continued, "It all started in the mines. Seeing all those miserable people being treated like soulless objects…like machines. None of it seemed real to me, it was like a nightmare I couldn't wake up from. I couldn't take it, Billy."

"Ummm, there there?" Billy replied in a pathetically inept attempt to comfort the girl. The increasingly grave and serious nature of the conversation was making him incredibly uncomfortable.

"That's when I learned how to hate. I despised the empress and everything she had done, all the lives she had ruined. I never thought I could feel that way about another person…it's a feeling I never want to have again." Mandi's fingers tightened their grip on the sleeves of Billy's shirt, and the boy let out a faint whimper. "I-It's strange, all of a sudden all I could think about was the empress. I wanted to make her…suffer for what she had done. That's all I cared about. I was even willing to risk your own safety just to do that. What was I thinking, asking you to go back to the mines all by yourself? I'll never forgive myself for that. Now I've realized just how similar the empress and I are, and I don't just mean on the outside. I let my hatred take over me, and I let that hatred turn to violence. I felt the same way she must have felt, all those years ago. I was…just like her.

"Uhhhhh, hey look at the time! It's time for me to do that thing I do…with the thing--"

"I wish we had never come here…I wish none of this had ever happened." Mandi said, her voice growing louder. "I don't want to be here anymore. I want to forget all of this and go back to Endsville, where we belong. Where I can be with you. That's all I want, Billy. I-I just want--"

"There you are. I've been looking for you."

Startled, Mandi jumped up suddenly and turned to face the two figures who had just appeared behind them.

"Hey, It's Mandy with a Y!" Billy exclaimed, "And…some other lady!"

"I'm the Grim Reaper, you witless monkey-child." Grim mumbled, still breathing heavily from the brutally long trip up the stair case.

"Awww, how cute." Mandy said, her voice sending a chill up the other girl's spine. "You two make such an adorable couple. I hope I'm not interrupting anything, but I have quite a lot to talk to you about."

"M-Me?" Mandi stuttered, "Why do you want to talk to me?"

"Alright, the little miss innocent act just stopped being adorable." Mandy snapped, clenching her fingers around the pistol she held tightly at her side. "Let's just jump right to the important part then--what do you call yourself?"

"My name? My name is Mandi, but I don't understand--"

"No. Wrong answer. Mandy is _my_ name. Mandy is the empress' name." The girl hissed, "Do you understand that?"

"Uh, she said Mandi _with an 'i'_, Man-dee." Billy scoffed, "Geez, can't you read?"

"Shut it Billy, I wasn't talking to you." Mandy retorted, "Anyway, back to the girl without a name. I'm going to ask another very simple question and all I want back is an answer. Can you do that for me? Good. Now, where do you come from?"

"I-I'm not sure. From here, I think. Billy…he found me."

"Interesting. You were simply wandering around the single most important building in the entire city, and the idiot just happened to find you? Doesn't that sound a little strange to you?"

"Well, I--"

"It should." Mandy said firmly, "I think I already know the answer to this question, but do you happen to remember anything before Billy found you? And please, take your time."

"I…can't remember." The green eyed blonde replied, twiddling her thumbs nervously. "I don't know."

"You don't seem to know much of anything, do you? I wouldn't be surprised if you actually thought you were a human."

"What do you mean by that?" Mandi exclaimed, stepping forward.

"I'm with the creepy look-alike girl, what is all this nonsense about?" Grim interjected, "One second we're in the control room, and the next second I'm chasing you all the way up here. I hate it when you leave me in the dark about these things."

"Yeah, Mandi is a peoples, just like you and me!" Billy shouted, "She's got hair, and feets, and organs, and a butt…I think."

"Mm hm. I'm sure." The young empress replied, "Ok, fair enough. If you're really human, then prove it. When were you born? Who are your parents? Where's your family?"

"My family?" Mandi whispered, her eyes widening. "My family is…Billy."

A odd expression appeared on Mandy's face, and for a moment it looked like she could have burst into a uncharacteristic fit of laughter. "Well, you certainly take after him in the intelligence department." She said, after a short moment. "I have to admit, I'm disappointed. It's hard to believe you're supposed to be the empire's last hope."

"Last hope? What does that mean? Please, why are you doing this?"

"I'd be happy to tell you." Mandy replied, staring straight back into the pair of trembling emerald circles. "I'll tell you everything--why you don't know who you are or where you come from. Why you even exist in the first place. You see, somewhere below this room I found a computer, and that computer had some fascinating information to give about one of the empress' special projects. Her _most _special project, in fact. You."

Terrified, Mandi turned back to Billy, silently pleading for help. The clueless boy could only shrug in response.

"I don't know what that fat nosed stooge told you, but forget all of it." Mandy continued, "Forget everything you think you know about yourself, because none of it means anything. You're nothing more than a weapon, a tool for the empress to use as she pleases. Look at me with those disgustingly big eyes so I know you understand. Your only purpose in life is to serve the empress. To serve me. Do I need to repeat myself?"

"I…don't know what you're talking about." Mandi whispered.

"Do you see that throne behind you?" Mandy asked, pointing towards the back of the room. "That thing connects right into Uberalles, the most advanced computer system ever created. It controls the generator that powers every single building in this city, even this one. In other words, it controls everything." She paused, taking some time to savor the look on the other blonde's face, a combination of confusion and mounting fear. "Imagine what it would be like if a person were somehow able to possess that power themselves."

"Ughh, this is going to take a while, isn't it?" The Reaper groaned, "Little girls should be having tea parties and playing with dolls, not giving out long, complicated monologues. Please, kill me now."

"Quiet, bonehead." The girl hissed, "Anyway, the empress realized that even an immortal being like herself had…certain limitations. Despite her immortality, she was still a living creature and would never be able to personally harness the energy of a machine. A robot servant would be more than capable for the job, but I doubt she thought any of them could be fully trusted. No, she needed another option. That's where you come in." Mandy took a deep breath--this was her moment, and she was thoroughly enjoying every extra second she could squeeze out of it. "She had already mastered the science of robotics and cloning, so it was only a matter of time before the two were brought together."

"So, the girl's a clone." Grim stated blankly, "Really? The girl that looks exactly like you is a clone? I never would have guessed. Thank you for wasting all that time with your little speech, Mandy. Honestly, I would have been lost without it."

"I said be quiet, _Grim._" Mandy growled, stomping down on the reaper's foot. "She's much, much more than just a simple clone. No, the empress had bigger plans than that. Her goal was to create an entirely new life form, the world's first artificial human being. It was actually very simple: using the DNA from her own blood, the empress was able to clone every major organ in her body, which she then merged with a robotic skeleton. The result was a new and completely unique specimen. A hybrid of man and machine, each half coming together to form a single body. Organic parts and synthetic parts working together in perfect unison. She's quite the masterpiece, actually."

"Mandi with an 'i' is a hybrid car?" Billy blurted out, his expression indicating that he had just had a major epiphany. "It all makes sense, I should have known all along!"

"Ok, let me get this thing straight: the empress wanted a freakish cyborg daughter, so she made one." Grim said after a long sigh, "But what does that have to do with anything? And why didn't she just make her a regular robot? I would think those humans parts would just rot away after a while. Believe me, I'm an expert on these kinds of things."

"Why do I always find myself surrounded by idiots?" Mandy whispered, pinching the bit of skin between her eyes. "Since you and Billy seem to be having trouble wrapping your tiny brains around this, I'll repeat myself. It all goes back to Uberalles. This _girl_, for lack of a better word, was only meant to be a last resort just in case the empress were ever dethroned or killed. If such an unfortunate event took place, her one purpose would be to connect herself to the Uberalles computer and absorb its energy, just like she was designed to do. Of course, I can't imagine the empress ever thought the day would come when her little back-up plan would be needed, so she had blondie here put in a state of hibernation and locked away in this tower. I don't know how she managed to escape, but it must have been just before Billy found her." The blonde stopped for a moment, her eyes narrowing. "An odd coincidence."

Mandi had been quiet for some time. Every single word her twin had spoken was echoing throughout her mind, suffocating all other thoughts. The walls seemed to be slowly spinning around her, and a feeling of numbness crept up her entire body. She closed her eyes, and suddenly she heard only silence. 'No', she thought to herself. It couldn't be true.

"I-I don't…believe you." She answered back, an air of defiance in her voice. "I _am _a human, I know I am. Just like…Billy. I don't believe you at all!"

"Do you think I'm just making this up as I go?" Mandy snapped, "I said you carried the empress' blood, but there's more to tell. Just after you were built, the empress was able to create an exact duplicate of her own mind, which she uploaded onto that little computerized brain of yours. It's all stored up there somewhere, every memory and thought I've ever had, just waiting to be released as soon as you hook yourself up to that machine." Her body began to tremble, and she found it difficult regaining her poise. "The limitless potential of the human mind--_my _mind--joined together with the capabilities of a super computer; do you have any idea what kind of force will be created when that happens?" She raised her pistol, aiming it squarely at the girl's chest. "The empress will be reborn as something more than any of you could ever comprehend. A _god _on Earth. Her bloodline line…_my _bloodline will live on to rule this undeserving planet until the very end." The blonde was beginning to speak in an increasingly frantic tone, inching her finger towards the trigger of her weapon. "Do you really think you're going to take away what's rightfully mine?"

It wasn't possible, Mandi tried to tell herself. Yes, she still had plenty of questions about her past, but this wasn't the answer to all of them, it couldn't be. 'What were you doing here in the first place, then?', a darker side of her subconscious seemed to asked. 'How were you able to find your way so easily through the palace, a place you've never been before?' 'How have you even survived through all of this?' No…the answer was unacceptable.

"You're wrong…." She murmured, "I don't believe you…"

"That's unfortunate." The young empress sighed, gently shaking her head. "Oh well, I guess I'll have to convince you the hard way then."

Mandi reeled backwards, her senses overpowered by the simultaneous burst of light and sound. She felt something push heavily into her coat, to the left and just below the shoulder. She stumbled, trying to regain her balance, although that quickly proved impossible as she found herself unable to move any part of her body. Billy sprang immediately up next to her, screaming something, although she couldn't hear what he was saying. She was lying on the ground now, or at least she thought so, it was hard to tell. The blurred shapes of nameless phantoms were beginning to dance in front of her, creeping out of the corners of her eyes, spreading further and further out until they were the only things she could see. It was only a matter of time before the entire world around her was consumed by shadows.

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**Wow, I never thought this would see the light of day. It would be funny if absolutely no one reviewed this. That's the punishment I deserve, to be honest.**

**Feedback is always appreciated. Questions are always welcome.**


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